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Macronix Interim / Quarterly Report 2013

Nov 13, 2013

52013_rns_2013-11-13_d559dfcd-c495-41e4-9171-6344ee89b440.pdf

Interim / Quarterly Report

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Macronix International Co., Ltd. and Subsidiaries

Consolidated Financial Statements for the Nine Months Ended September 30, 2013 and 2012 and Independent Accountants’ Review Report

INDEPENDENT ACCOUNTANTS’ REVIEW REPORT

The Board of Directors and the Stockholders Macronix International Co., Ltd.

We have reviewed the accompanying consolidated balance sheets of Macronix International Co., Ltd. (the “Company”) and its subsidiaries (collectively referred to as the “Group”) as of September 30, 2013, December 31, 2012, September 30, 2012 and January 1, 2012 and the related consolidated statements of comprehensive income for the three months ended September 30, 2013 and 2012, nine months ended September 30, 2013 and 2012, and changes in equity and cash flows for the nine months ended September 30, 2013 and 2012. These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to issue a report on these consolidated financial statements based on our reviews.

Except as stated in the following paragraph, we conducted our reviews in accordance with Statement of Auditing Standards No. 36, “Engagements to Review Financial Statements,” issued by the Auditing Standards Committee of the Accounting Research and Development Foundation of the Republic of China. A review consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in the Republic of China, the objective of which is the expression of an opinion regarding the consolidated financial statements taken as a whole. Accordingly, we do not express such an opinion.

As disclosed in Note 4 to the financial statements, we did not review the financial statements as of September 30, 2013 and 2012 and for the nine months ended September 30, 2013 and 2012 of non-major subsidiaries. The carrying values of the assets of those non-major subsidiaries as of September 30, 2013 and 2012 amounted to NT$5,203,432 thousand and NT$4,802,988 thousand, representing 9.18% and 7.35% of the Group’s consolidated total assets as of September 30, 2013 and 2012, respectively. The carrying values of the liabilities of those non-major subsidiaries as of September 30, 2013 and 2012 amounted to NT$648,489 thousand and NT$751,886 thousand, representing 2.44% and 2.63% of the Group’s consolidated total liabilities as of September 30, 2013 and 2012, respectively. The total comprehensive loss of non-major subsidiaries for the nine months ended September 30, 2013 and 2012 amounted to NT$621,943 thousand and NT$582,133 thousand, representing 12.76% and 15.63%, respectively, of the Group’s total comprehensive loss for the nine months then ended. These amounts as well as the related financial information of the investees as disclosed in Note 35 to the financial statements were based on the subsidiaries’ unreviewed financial statements for the same periods.

  • 1 -

Based on our reviews, except as discussed in the preceding paragraph that the carrying value of the subsidiaries as well as the related disclosures of the investment information were based on unreviewed financial statements of the subsidiaries, and except for the effects of such adjustment, if any, as might have been made had we applied review procedures on the consolidated financial statements of investees referred to in the preceding paragraph, we are not aware of any material modifications that should be made to the consolidated financial statements referred to above for them to be in conformity with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers, International Financial Reporting Standard 1, “First-time Adoption of International Financial Reporting Standards,” and International Accounting Standard 34, “Interim Financial Reporting,” endorsed by the Financial Supervisory Commission of the Republic of China.

October 28, 2013

Notice to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to review such consolidated financial statements are those generally applied in the Republic of China.

For the convenience of readers, the independent accountant’s review report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent accountant’s review report and consolidated financial statements shall prevail.

  • 2 -

MACRONIX INTERNATIONAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Notes 6 and 30)
Financial assets at fair value through
profit or loss - current (Notes 7 and
30)
Notes receivable and trade receivables,
net (Notes 10 and 30)
Receivables from related parties, net
(Notes 10, 30 and 31)
Other receivables (Notes 10 and 30)
Inventories (Note 11)
Other financial assets - current (Notes
15, 30 and 32)
Other current assets (Notes 14 and 16)
Total current assets
NON-CURRENT ASSETS
Financial assets at fair value through
profit or loss - non-current (Notes 7
and 30)
Available-for-sale financial assets -
non-current (Notes 8 and 30)
Financial assets measured at cost -
non-current (Notes 9 and 30)
Property, plant and equipment (Notes 12
and 32)
Intangible assets (Note 13)
Deferred tax assets (Note 25)
Other financial assets - non-current
(Notes 15, 30 and 32)
Other non-current assets (Notes 14 and 16)
Total non-current assets
TOTAL
September 30, 2013 December 31, 2012 September 30, 2012 January 1, 2012
Amount
%
LIABILITIES AND EQUITY
CURRENT LIABILITIES
$ 19,727,097
29
Short-term borrowings (Notes 17 and 30)
Notes payable and trade payables (Notes
18 and 30)

-
-
Payables to related parties (Notes 30 and
31)

2,901,450
4
Other payables (Notes 19 and 30)
Salary and bonus payable

918,063
1
Payable for purchase of equipment (Note

121,198
-
30)

6,468,003
10
Current tax liabilities (Note 25)
Provisions - current (Note 20)

-
-
Current portion of long-term borrowings

475,483

1
(Notes 17, 30 and 32)
Other current liabilities

30,611,294
45
Total current liabilities
NON-CURRENT LIABILITIES
Long-term borrowings (Notes 17, 30 and 32)

39,357
-
Accrued pension cost (Note 21)
Others

879,392
1
Total non-current liabilities

154,491
-
Total liabilities

35,496,832
52

148,475
-
EQUITY ATTRIBUTABLE TO OWNERS OF THE

553,198
1
COMPANY (Note 22)
Ordinary shares

201,741
1
Capital surplus

51,042

-
Retained earnings
Legal reserve

37,524,528
55
Unappropriated earnings (accumulated
deficit)
Other equity
Treasury shares
Equity attributable to owners of the
Company
NON-CONTROLLING INTERESTS (Note 22)
Total equity
$ 68,135,822
100
TOTAL
September 30, 2013 December 31, 2012 September 30, 2012 January 1, 2012





Amount
%
$ 12,783,410
23
-
-
3,268,772
6
1,184,844
2
206,600
-
8,709,553
15
-
-

572,730

1


26,725,909

47

-
-
826,280
1
82,698
-
27,533,689
49
340,261
1
913,944
2
189,219
-

90,741

-


29,976,832

53

$ 56,702,741
100


















Amount
%
$ 19,096,662
30

6,199
-

2,911,980
5

427,453
1

106,203
-

6,859,892
11

41,106
-

479,392

1


29,928,887
48


-
-

888,685
1

97,862
-

29,883,778
48

360,936
1

909,843
2

192,921
-

67,776

-


32,401,801
52

$ 62,330,688
100


















Amount
%
$ 19,303,525
30

10,728
-

3,207,855
5

1,378,424
2

189,568
-

7,033,697
11

41,514
-

558,212

1

31,723,523
49

-
-

932,684
1

104,501
-

31,489,045
48

345,541
1

505,744
1

190,915
-

91,435

-

33,659,865
51
$ 65,383,388
100




























Amount
%
$ 1,263,883
2
2,183,667
4
182,326
-
1,937,401
4
-
-
644,530
1
359,081
1
96,384
-
5,798,718
10

300,974

1


12,766,964
23

13,034,275
23
800,499
1

4,193

-


13,838,967
24


26,605,931
47

35,214,623
62
343,985
1
-
-
(5,678,042 ) (10 )
317,335
-

(159,061)

-

30,038,840
53

57,970

-


30,096,810
53

$ 56,702,741
100

























Amount
%
$ 88,406
-

1,834,141
3

136,005
-

2,619,846
4

-
-

394,986
1

339,661
1

94,169
-

5,233,718
8

99,347

-

10,840,279
17

15,799,897
26

717,793
1

1,694

-

16,519,384
27

27,359,663
44

35,214,623
56

343,869
-

2,695,275
4

(3,528,992 )
(5 )

346,196
1

(159,061)

-

34,911,910
56

59,115

-

34,971,025
56
$ 62,330,688
100

























Amount
%
$ 283,031
1

1,908,152
3

172,617
-

2,335,146
4

-
-

444,192
1

60,181
-

97,074
-

5,940,718
9

188,575

-


11,429,686
18


16,440,993
25

688,257
1

1,847

-


17,131,097
26


28,560,783
44


35,213,693
54

343,868
-

2,695,275
4

(1,751,681 )
(3 )

401,489
1

(159,061)

-


36,743,583
56

79,022

-


36,822,605
56

$ 65,383,388
100

























Amount
%
$ 1,800,488
3

2,154,754
3

82,244
-

2,176,649
3

530,775
1

875,833
1

348,966
1

88,488
-

1,527,718
2

85,504

-

9,671,419

14

16,078,614
24

622,566
1

3,766

-

16,704,946

25

26,376,365

39

33,847,486
50

346,489
-

2,407,003
3

4,776,572
7

402,047
1

(159,061)

-

41,620,536
61

138,921

-

41,759,457

61
$ 68,135,822
100

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

(With Deloitte & Touche review report dated October 28, 2013)

  • 3 -

MACRONIX INTERNATIONAL CO., LTD. AND SUBSIDIARIES

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

NET OPERATING
REVENUE (Notes 23 and
31)
OPERATING COSTS (Notes
11, 21, 24 and 31)
GROSS PROFIT
OPERATING EXPENSES
(Notes 21, 24 and 31)
Selling and marketing
expenses
General and administrative
expenses
Research and development
expenses
Total operating
expenses
LOSS FROM OPERATIONS
NON-OPERATING INCOME
AND EXPENSES
Other income (Notes 24 and
30)
Other gains and losses
(Note 24)
Finance costs (Note 24)
Total non-operating
income and
expenses
LOSS BEFORE INCOME
TAX
INCOME TAX EXPENSE
(Note 25)
NET LOSS
OTHER COMPREHENSIVE
LOSS
Exchange differences on
translating foreign
operations (Note 22)
Unrealized gain (loss) on
available-for-sale
financial assets (Note 22)
Other comprehensive
loss for the period,
net of income tax
TOTAL COMPREHENSIVE
LOSS FOR THE PERIOD
For the Three Months EndedSeptember 30 For the Three Months EndedSeptember 30 For the Three Months EndedSeptember 30 For the Nine Months EndedSeptember 30 EndedSeptember 30
2013 2012 2013 2012












Amount
%
$ 6,708,259
100

5,477,099

82

1,231,160

18
278,736
4
430,972
6

1,449,797

22

2,159,505

32

(928,345)

(14)
77,190
1
28,090
-

(83,424)

(1)

21,856

-
(906,489 )
(14 )

797

-

(907,286)

(14)
(19,101 )
-

(12,240)

-

(31,341)

-
$ (938,627)

(14)












Amount
%
$ 7,362,914
100

6,471,402

88

891,512

12
322,254
4
450,491
6

1,313,903

18

2,086,648

28

(1,195,136)

(16)
102,100
1
5,350
-

(81,866)

(1)

25,584

-
(1,169,552 )
(16 )

32,609

-

(1,202,161)

(16)
(31,860 )
(1 )

3,972

-

(27,888)

(1)
$ (1,230,049)

(17)












Amount
%
$ 16,344,057
100

15,072,761

92

1,271,296

8
807,571
5
1,285,345
8

4,066,679

25

6,159,595

38

(4,888,299)

(30)
177,641
1
123,695
1

(256,676)

(2)

44,660

-
(4,843,639 )
(30 )

2,886

-

(4,846,525)

(30)
36,916
-

(65,664)

-

(28,748)

-
$ (4,875,273)

(30)












Amount
%
$ 18,389,298
100

16,162,234

88

2,227,064

12
892,081
5
1,268,701
7

3,707,783

20

5,868,565

32

(3,641,501)

(20)
230,663
1
(49,438 )
-

(214,062)

(1)

(32,837)

-
(3,674,338 )
(20 )

48,642

-

(3,722,980)

(20)
(59,993 )
-

59,316

-

(677)

-
$ (3,723,657)

(20)
(Continued)
  • 4 -

MACRONIX INTERNATIONAL CO., LTD. AND SUBSIDIARIES

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

NET LOSS
ATTRIBUTABLE TO:
Owner of the Company
Non-controlling interests
TOTAL COMPREHENSIVE
LOSS ATTRIBUTABLE
TO:
Owner of the Company
Non-controlling interests
LOSS PER SHARE (Note 26)
Basic
Diluted
For the Three Months EndedSeptember 30 For the Three Months EndedSeptember 30 For the Three Months EndedSeptember 30 For the Nine Months EndedSeptember 30 EndedSeptember 30
2013 2012 2013 2012





Amount
%
$ (896,588 )
(14 )

(10,698)

-
$ (907,286)

(14)
$ (927,896 )
(14 )

(10,731)

-
$ (938,627)

(14)
$ (0.26)
$ (0.26)





Amount
%
$ (1,183,727 )
(16 )

(18,434)

-
$ (1,202,161)

(16)
$ (1,211,546 )
(17 )

(18,503)

-
$ (1,230,049)

(17)
$ (0.33)
$ (0.33)





Amount
%
$ (4,804,846 )
(30 )

(41,679)

-
$ (4,846,525)

(30)
$ (4,833,707 )
(30 )

(41,566)

-
$ (4,875,273)

(30)
$ (1.37)
$ (1.37)





Amount
%
$ (3,663,165 )
(20 )

(59,815)

-
$ (3,722,980)

(20)
$ (3,663,723 )
(20 )

(59,934)

-
$ (3,723,657)

(20)
$ (1.04)
$ (1.04)
$
$
$

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

(With Deloitte & Touche review report dated October 28, 2013)

(Concluded)

  • 5 -

MACRONIX INTERNATIONAL CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)

BALANCE AT JANUARY 1, 2012

APPROPRIATION OF 2011 EARNINGS
Legal reserve
Cash dividends distributed by the Company - NT$0.38 per share
Stock dividends distributed by the Company - NT$0.38 per share
Net loss for the nine months ended September 30, 2012
Other comprehensive income (loss) for the nine months ended
September 30, 2012, net of income tax

Total comprehensive loss for the nine months ended September 30, 2012

Additional non-controlling interest arising on issue of employee share
options by subsidiaries
Issue of ordinary shares under employee share options
Company's dividends received by its subsidiary
Decrease in non-controlling interests

BALANCE AT SEPTEMBER 30, 2012

BALANCE AT JANUARY 1, 2013

Legal reserve used to offset accumulated deficit
Changes in capital surplus from investments in associates accounted for by
using equity method
Net loss for the nine months ended September 30, 2013
Other comprehensive income (loss) for the nine months ended
September 30, 2013, net of income tax

Total comprehensive income (loss) for the nine months ended
September 30, 2013

Additional non-controlling interest arising on issue of employee share
options by subsidiaries
Increase in non-controlling interests

BALANCE AT SEPTEMBER 30, 2013
Equity Attributable to Equity Attributable to Ow ners of the Company Total
$ 41,620,536

-
(1,288,408 )
-
(3,663,165 )

(558)


(3,663,723)

-
73,751
1,427

-

$ 36,743,583

$ 34,911,910

-
(39,363 )
(4,804,846 )

(28,861)


(4,833,707)

-

-

$ 30,038,840
Non-controlling
Interests
$ 138,921

-

-
-

(59,815 )

(119)


(59,934)

636
-
-

(601)

$ 79,022

$ 59,115

-

39,363

(41,679 )

113


(41,566)

371

687

$ 57,970
Total Equity
$ 41,759,457
-
(1,288,408 )
-

(3,722,980 )

(677)

(3,723,657)
636
73,751
1,427

(601)
$ 36,822,605
$ 34,971,025
-
-

(4,846,525 )

(28,748)

(4,875,273)
371

687
$ 30,096,810









Share Capital
$ 33,847,486

-
-
1,288,408
-

-


-

-
77,799
-

-

$ 35,213,693

$ 35,214,623

-
-
-

-


-

-

-

$ 35,214,623
Capital Surplus
$ 346,489

-
-
-
-

-


-

-
(4,048 )
1,427

-

$ 343,868

$ 343,869

-
116
-

-


-

-

-

$ 343,985
Retained Earnings Other Equity
Exchange
Unrealized
Differences on
Gain (Loss) from
Translating
Available-for-sale
Foreign
Financial
Operations
Assets
$ (30,048 ) $ 432,095


-
-

-
-

-
-

-
-

(59,874)

59,316


(59,874)

59,316

-
-
-
-
-
-

-

-

$ (89,922)
$ 491,411

$ (102,785 ) $ 448,981

-
-

-
-

-
-

36,803

(65,664)


36,803

(65,664)

-
-

-

-

$ (65,982)
$ 383,317
Treasury Shares
$ (159,061 )
-
-
-
-

-


-

-
-
-

-

$ (159,061)

$ (159,061 )
-
-
-

-


-

-

-

$ (159,061)















Exchange
Differences on
Translating
Foreign
Operations
$ (30,048 )

-

-

-

-

(59,874)


(59,874)

-
-
-

-

$ (89,922)

$ (102,785 )
-

-

-

36,803


36,803

-

-

$ (65,982)










Legal Reserve
$ 2,407,003

288,272
-
-
-

-


-

-

-
-

-

$ 2,695,275

$ 2,695,275

(2,695,275 )
-
-

-


-

-

-

$ -
Unappropriated
Earnings
(Accumulated
Deficit)
$ 4,776,572

(288,272 )
(1,288,408 )
(1,288,408 )
(3,663,165 )

-


(3,663,165)

-
-
-

-

$ (1,751,681)

$ (3,528,992 )

2,695,275
(39,479 )
(4,804,846 )

-


(4,804,846)

-

-

$ (5,678,042)

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

(With Deloitte & Touche audit report dated October 28, 2013)

  • 6 -

MACRONIX INTERNATIONAL CO., LTD. AND SUBSIDIARIES

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

CASH FLOWS FROM OPERATING ACTIVITIES
Loss before income tax
Adjustments for:
Depreciation expense
Amortization expense
Impairment loss recognized on trade receivables
Finance costs
Interest income
Dividend income
Compensation cost of employee share options
Loss (gain) on disposal of property, plant and equipment
Gain on disposal of investments
Gain on foreign currency exchange
Changes in operating assets and liabilities
Decrease (increase) in financial assets held for trading
Increase in notes receivable and trade receivables
Increase in receivables from related parties
Increase in other receivables
Increase in inventories
Increase in other current assets
Increase (decrease) in notes payable and trade payables
Increase in payables to related parties
Increase (decrease) in other payables
Increase in provisions
Increase in other current liabilities
Increase in accrued pension liabilities
Decrease in other operating liabilities
Cash generated from (used in) operations
Interest received
Dividend received
Interest paid
Income tax paid
Net cash generated from (used in) operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from disposal of financial assets designated as at fair value
through profit or loss
Acquisition of available-for-sale financial assets
Proceeds from disposal of available-for-sale financial assets
Proceeds from sale of financial assets measured at cost
Proceeds from return of capital by financial assets measured at cost
Increase in prepayment for investments
Nine Months Ended September 30 Nine Months Ended September 30 Nine Months Ended September 30



2013
$ (4,843,639)

5,716,397
167,458
2,964
256,676
(98,804)
(60,825)
371
(418)
(2,957)
(77,478)
6,199
(334,927)
(749,885)
(87,638)
(1,849,661)
(92,989)
359,406
53,902
(671,766)
2,215
201,587
82,706

-

(2,021,106)
101,634
60,825
(256,690)

(3,149)


(2,118,486)

-
-
-
9,462
8,775
(9,462)
2012
$ (3,674,338)
5,757,369
140,990
49,533
214,062
(123,358)
(60,834)
636
85,206
(1,417)
(1,227)
(10,728)
(389,136)
(479,406)
(58,232)
(565,694)
(83,120)
(220,281)
94,006
158,661
21,120
103,260
65,691

(530,775)
491,988
113,220
60,834
(219,714)

(289,973)

156,355
39,258
(150,000)
150,229
-
48,795
(29,295)
(Continued)
  • 7 -

MACRONIX INTERNATIONAL CO., LTD. AND SUBSIDIARIES

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

Payments for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Increase in refundable deposits
Decrease in refundable deposits
Payments for intangible assets
Decrease (increase) in other financial assets
Decrease (increase) in other non-current assets
Net cash used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from short-term borrowings
Repayments of short-term borrowings
Proceeds from long-term borrowings
Repayments of long-term borrowings
Proceeds from guarantee deposits received
Refund of guarantee deposits
Increase (decrease) in other non-current liabilities
Cash dividends
Proceeds from exercise of employee stock options
Increase (decrease) in non-controlling interests
Net cash generated from (used in) financing activities
EFFECT OF EXCHANGE RATE CHANGES ON THE BALANCE OF
CASH HELD IN FOREIGN CURRENCIES
NET DECREASE IN CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
PERIOD
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD
Nine Months Ended September 30 Nine Months Ended September 30 Nine Months Ended September 30







2013
$ (3,106,728)

3,144
(245)
627
(146,600)
42,444

(10,311)


(3,208,894)

1,571,765
(388,891)
1,200,000
(3,400,622)
220
-
2,279
-
-

687


(1,014,562)


28,690

(6,313,252)

19,096,662

$ 12,783,410
2012
$ (2,304,520)
18,840
(101)
2,143
(352,035)
(82,011)

2,287

(2,656,410)
531,715
(1,968,382)
4,960,000
(184,621)
-
(83)
(357)
(1,286,981)
73,751

(601)

2,124,441

(47,958)
(423,572)

19,727,097
$ 19,303,525

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

(With Deloitte & Touche review report dated October 28, 2013)

(Concluded)

  • 8 -

MACRONIX INTERNATIONAL CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NINE MONTHS ENDED SEPTEMBER 30, 2013 AND 2012 (In Thousands of New Taiwan Dollars, Unless Specified Otherwise) (Reviewed, Not Audited)

1. GENERAL INFORMATION

Macronix International Co., Ltd. (the “Company”) was incorporated in the Republic of China (“ROC”) on December 9, 1989 and commenced business in December 1989. The Company operates principally as a designer, manufacturer and supplier of integrated circuits and memory chips. The Company also performs design, research and development, consultation and trade of relevant products.

The Company’s shares have been listed on the Taiwan Stock Exchange (TSE) since March 15, 1995. The Company listed a portion of its shares on the NASDAQ Stock Market in the form of American Depositary Shares (ADSs) in May 1996 but delisted on October 29, 2007.

2. APPROVAL OF FINANCIAL STATEMENTS

The consolidated financial statements were reported to the Board of Directors and issued on October 28, 2013.

APPLICATION OF NEW AND REVISED STANDARDS, AMENDMENTS AND INTERPRETATIONS

  • a. New and revised Standards, Amendments and Interpretations in issue but not yet effective

The Company and its subsidiaries (the “Group”) have not applied the following International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) issued by the IASB.

As of the date that the consolidated financial statements were approved and authorized for issue, the Financial Supervisory Commission (“FSC”) has not announced the effective dates for the following new and revised Standards, Amendments and Interpretations:

New, Revised Standards, Amendments and Interpretations
Endorsed by the FSC
Amendments to IFRSs
Improvements to IFRSs (2009) - amendment
to IAS 39
IFRS 9 (2009)
Financial Instruments
Amendment to IAS 39
Embedded Derivatives
Effective Date
Announced by IASB
(Note)
January 1, 2009 and
January 1, 2010, as
appropriate
January 1, 2015
Effective for annual
periods ending on or
after June 30, 2009
(Continued)
  • 9 -

New, Revised Standards, Amendments and Interpretations

Effective Date Announced by IASB (Note)

New, Revised Stand ards, Amendments and Interpretations
(Note)
Not yet endorsed by the
FSC
Amendments to IFRSs Improvements to IFRSs (2010) - amendment July 1, 2010 and January
to IAS 39 1, 2011, as appropriate
Amendments to IFRSs Annual Improvements to IFRSs 2009-2011 January 1, 2013
Cycle
Amendments to IFRS 1 Limited Exemption from Comparative IFRS 7 July 1, 2010
Disclosures for First-Time Adopters
Amendments to IFRS 1 Severe Hyperinflation and Removal of Fixed July 1, 2011
Dates for First-Time Adopters
Amendments to IFRS 1 Government Loans January 1, 2013
Amendment to IFRS 7 Disclosures - Offsetting Financial Assets and January 1, 2013
Financial Liabilities
Amendments to IFRS 9 Mandatory Effective Date and Transition January 1, 2015
and IFRS 7 Disclosures
Amendment to IFRS 7 Disclosure - Transfer of Financial Assets July 1, 2011
IFRS 9 (2010) Financial Instruments January 1, 2015
IFRS 10 Consolidated Financial Statements January 1, 2013
IFRS 11 Joint Arrangements January 1, 2013
IFRS 12 Disclosure of Interests in Other Entities January 1, 2013
Amendments to IFRS 10, Consolidated Financial Statements, Joint January 1, 2013
IFRS 11 and IFRS 12 Arrangements and Disclosure of Interests in
Other Entities: Transition Guidance
Amendments to IFRS 10 Investment Entities January 1, 2014
and IFRS 12 and IAS 27
IFRS 13 Fair Value Measurement January 1, 2013
Amendment to IAS 1 Presentation of Other Comprehensive Income July 1, 2012
Amendment to IAS 12 Deferred Tax: Recovery of Underlying January 1, 2012
Assets
Amendment to IAS 19 Employee Benefits January 1, 2013
Amendment to IAS 27 Separate Financial Statements January 1, 2013
Amendment to IAS 28 Investments in Associates and Joint Ventures January 1, 2013
Amendment to IAS 32 Offsetting of Financial Assets and Financial January 1, 2014
Liabilities
Amendment to IAS 36 Impairment of Assets: Recoverable Amount January 1, 2014
Disclosures for Non-Financial Assets
Amendment to IAS 39 Novation of Derivatives and Continuation of January 1, 2014
Hedge Accounting
IFRIC 20 Stripping Costs in the Production Phase of a January 1, 2013
Surface Mine
IFRIC 21 Levies January 1, 2014
(Concluded)

Note: Unless stated otherwise, the above new and revised Standards, Amendments and Interpretations are effective for annual periods beginning on or after the respective effective dates.

  • 10 -

  • b. Significant changes in accounting policy resulted from new and revised Standards, Amendments and Interpretations in issue but not yet effective

Except for the following, the initial application of the above new and revised Standards, Amendments and Interpretations have not had any material impact on the Group’s accounting policies:

1) IFRS 9 “Financial Instruments”

With regards to financial assets, all recognized financial assets that are within the scope of IAS 39 “Financial Instruments: Recognition and Measurement” to be subsequently measured at amortized cost or fair value. Specifically, financial assets that are held within a business model whose objective is to collect the contractual cash flows, and that have contractual cash flows that are solely payments of principal and interest on the principal outstanding are generally measured at amortized cost at the end of subsequent accounting periods. All other financial assets are measured at their fair values at the balance sheet date. However, the Group may make an irrevocable election to present subsequent changes in the fair value of an equity investment (that is not held for trading) in other comprehensive income, with only dividend income generally recognized in profit or loss.

  • 2) New and revised standards on consolidation, joint arrangement, and associates and disclosure

  • a) IFRS 10 “Consolidated Financial Statements”

IFRS 10 replaces IAS 27 “Consolidated and Separate Financial Statements” and SIC 12 “Consolidation - Special Purpose Entities”. The Group considers its ability of control over other entities for consolidation. The Group has control over an investee if and only if it has a) power over the investee; b) exposure, or rights, to variable returns from its involvement with the investee and c) the ability to use its power over the investee to affect the amount of its returns. Additional guidance has been included in IFRS 10 to explain when an investor has control over an investee.

  • b) IFRS 12 “Disclosure of Interests in Other Entities”

IFRS 12 is a new disclosure standard and is applicable to entities that have interests in subsidiaries, joint arrangements, associates and/or unconsolidated structured entities. In general, the disclosure requirements in IFRS 12 are more extensive than in the current standards.

  • 3) IFRS 13 “Fair Value Measurement”

IFRS 13 establishes a single source of guidance for fair value measurements. It defines fair value, establishes a framework for measuring fair value, and requires disclosures about fair value measurements. The disclosure requirements in IFRS 13 are more extensive than those required in the current standards. For example, quantitative and qualitative disclosures based on the three-level fair value hierarchy currently required for financial instruments only will be extended by IFRS 13 to cover all assets and liabilities within its scope.

  • 4) Amendments to IAS 1 “Presentation of Items of Other Comprehensive Income”

The amendments to IAS 1 require items of other comprehensive income to be grouped into those that (1) will not be reclassified subsequently to profit or loss; and (2) will be reclassified subsequently to profit or loss when specific conditions are met. Income taxes on related items of other comprehensive income are grouped on the same basis. Previously, there were no such requirements.

  • 11 -

  • 5) Revision to IAS 19 “Employee Benefits”

The amendments require the recognition of changes in defined benefit obligations and in the fair value of plan assets when they occur, and hence eliminate the “corridor approach” permitted under the previous version of IAS 19 and accelerate the recognition of past service costs. The revision requires all actuarial gains and losses to be recognized immediately through other comprehensive income in order for the net pension asset or liability to reflect the full value of the plan deficit or surplus. Furthermore, the interest cost and expected return on plan assets used in the previous version of IAS 19 are replaced with a “net interest” amount, which is calculated by applying the discount rate to the net defined benefit liability or asset.

  • 6) Amendments to IAS 36 “Recoverable Amount Disclosures for Non-Financial Assets”

In issuing IFRS 13 “Fair Value Measurement”, the IASB made some consequential amendments to the disclosure requirements in IAS 36 “Impairment of Assets”, introducing a requirement to disclose in every reporting period the recoverable amount of an asset or each cash-generating unit. The amendment clarifies that the disclosure of such recoverable amount is required during the period when an impairment loss has been recognized or reversed. Furthermore, the Group is required to disclose the discount rate used in current and previous measurements of the recoverable amount based on fair value less costs of disposal measured using a present value technique.

  • 7) New issued IFRIC 21 “Levies”

IFRIC 21 provides guidance on when to recognize a liability for a levy imposed by a government. It addresses the accounting for a liability whose timing and amount is certain and the accounting for a provision whose timing or amount is not certain. The Group accrues related liability when the transaction or activity that triggers the payment of the levy occurs. Therefore, if the obligating event occurs over a period of time (such as generation of revenue over a period of time), the liability is recognized progressively. If an obligation to pay a levy is triggered upon reaching a minimum threshold (such as a minimum amount of revenue or sales generated), the liability is recognized when that minimum threshold is reached.

  • c. Material impact on consolidated financial statements resulted from new and revised Standards, Amendments and Interpretations in issue but not yet effective

The Group is in the process of estimating the impact of the initial application of the Standards, Amendments and Interpretations on its financial position and results of operations. Disclosures will be provided until a detailed review of the impact has been completed and the consolidated financial statements have been approved and authorized for issuance.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICY

On May 14, 2009, the FSC announced the “Framework for the Adoption of IFRSs by the Companies in the ROC.” In this framework, starting 2013, companies with shares listed on the Taiwan Stock Exchange or traded on the Taiwan GreTai Securities Market or Emerging Stock Market should prepare their consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, and the Interpretations approved by the FSC. The date of transition to IFRSs was January 1, 2012. Refer to Note 37 for the impact of IFRS conversion on the consolidated financial statements.

  • 12 -

a. Statement of compliance

The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, IFRS 1 “First-time Adoption of International Financial Reporting Standards” and IAS 34 “Interim Financial Reporting” as endorsed by the FSC. Disclosure information included in interim financial reports is less than disclosures required in a full set of annual financial reports.

b. Basis of preparation

The consolidated financial statements have been prepared on the same basis as the consolidated financial statements as of March 31, 2013. Refer to the Note 4 to the consolidated financial statements as of March 31, 2013 for details.

1) Subsidiary included in consolidated financial statements

As of September 30, 2013, the Company has direct and indirect majority ownership in the following subsidiaries: Run Hong Investment, Ltd. (“Run Hong”), Hui Ying Investment, Ltd. (“Hui Ying”), Magic Pixel Inc. (“MPI”), Mxtran Inc. (“Mxtran”), Infomax Communication Co., Ltd. (“INFOMAX”), MoDioTek Co., Ltd. (“MoDioTek”), Macronix America Inc. (“MXA”), Macronix (BVI) Co., Ltd. (“MXBVI”), Magic Pixel Inc. (“MPI Samoa”), Magic Pixel Holding Company Limited (“MPI HK”), Magic Pixel (Shen Zhen) Co., Ltd. (“MPI SZ”), Mxtran Holding (Samoa) Co., Ltd. (“Mxtran Samoa”), Mxtran (H.K.) Holding Co., Limited (“Mxtran HK”), Maxtran Technology Co., Ltd. (“Maxtran Beijing”), Infomax Holding Co., Ltd. (“Infomax Samoa”), Infomax Holding Company Limited (“Infomax HK”), Infomax Communication (Suzhou) Co., Ltd. (“Infomax SU”), Mosatek Co., Ltd. (“Mosatek Samoa”), Mosatek (HK) Company Limited (“Mosatek HK”), Modiotek (Suzhou) Co., Ltd. (“Modiotek SU”), New Trend Technology Inc. (“NTTI”), Macronix (Asia) Limited (“MX Asia”), Macronix Pte. Ltd. (“MPL”), Macronix Europe NV. (“MXE”), Macronix (Hong Kong) Co., Ltd. (“MXHK”) and Macronix Microelectronics (Suzhou) Co., Ltd. (“MXm”).

Investor
Investee
Main Business
The Company
MXB Inc.
(“MXB”)
Sales and marketing
The Company
Run Hong
Investment company
The Company
Hui Ying
Investment company
The Company and Run
Hong
MPI
Fabless multimedia
system on chip
The Company and Run
Hong
Mxtran
Combi-SIM IC and the
related service
The Company and Run
Hong
INFOMAX
Baseband chip, analog
baseband chip, and
power management
chip
The Company, Run
Hong and Hui Ying
MoDioTek
Mobile audio platform
and smart remote
controller
The Company and Run
Hong
MaxRise Inc.
(“MaxRise”)
IC design, research,
development, design,
manufacturing and
sales of digital TV
receivable chips
The Company
MXA
Sales and marketing
The Company
MXBVI
Investment company
MPI
MPI Samoa
Investment company
MPI Samoa
MPI HK
Investment company
MPI HK
MPI SZ
Sales and technical
support of fabless
multimedia system
on chip
Mxtran
Mxtran Samoa
Investment company
Mxtran Samoa
Mxtran HK
Investment company
Mxtran HK
Maxtran Beijing
Technical support of
Combi-SIM IC
% of Ownership
September
30, 2013
December 31,
2012
September
30, 2012
January 1,
2012
Remark
-
-
50.00
50.00
Note 1
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
83.11
77.38
77.38
77.38
-
94.15
93.14
93.14
93.14
-
99.02
97.34
97.68
97.68
-
84.16
80.86
80.86
80.86
-
-
-
84.69
84.69
Note 2
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
(Continued)
  • 13 -
Investor
Investee
Main Business
INFOMAX
Infomax Samoa
Investment company
Infomax Samoa
Infomax HK
Investment company
Infomax HK
Infomax SU
Software, rendering and
technical service
MoDioTek
Mosatek Samoa
Investment company
Mosatek Samoa
Mosatek HK
Investment company
Mosatek HK
Modiotek SU
Sales and technical
support of mobile
audio platform and
smart remote
controller
MXBVI
NTTI
IC design
MXBVI
MX Asia
Investment company
MXBVI
MPL
After-sales service
MXBVI
MXE
After-sales service
MXBVI
MXHK
Sales and marketing
MXHK
MXm
Development of
integrated circuit
system and software
% of Ownership
September
30, 2013
December 31,
2012
September
30, 2012
January 1,
2012
Remark
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-
100.00
100.00
100.00
100.00
-

(Concluded)

Note 1: MXB was in the process of liquidation in 2011 and completed the liquidation in 2012.

  • Note 2: MaxRise merged with INFOMAX through share swap in December 2012, and INFOMAX continues to exist. MaxRise’s revenues and expenses before the merger were included in the consolidated financial statements of 2012.

  • c. Other significant accounting policies

The same accounting policies have been followed in these consolidated financial statements as were applied in the preparation of the consolidated financial statements for the three months ended March 31, 2013. Refer to Note 4 to the consolidated financial statements as of March 31, 2013 for the details of summary of significant accounting policy.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

The same critical accounting judgments and key sources of estimation uncertainty of consolidated financial statements have been followed in these consolidated financial statements as were applied in the preparation of the consolidated financial statements for the three months ended March 31, 2013. Refer to the Note 5 to the consolidated financial statements as of March 31, 2013 for the details of critical accounting judgments and key sources of estimation uncertainty.

6. CASH AND CASH EQUIVALENTS

September 30,
2013
Cash on hand
$ 836

Checking accounts and demand
deposits
1,860,943
Cash equivalent
Time deposits
10,921,631
Repurchase agreements
collateralized by bonds

-

$ 12,783,410
December 31,
2012
September 30,
2012
$ 610
$ 605

1,292,609
1,432,352
17,803,443
17,820,540

-

50,028

$ 19,096,662
$ 19,303,525
January 1,
2012
$ 863
3,201,151
16,275,083

250,000
$ 19,727,097
  • 14 -

Cash equivalents include time deposits and repurchase agreements collateralized by bonds that are readily convertible to a known amount of cash, and are subject to an insignificant risk of change in value; these were held for the purpose of meeting short-term cash commitments.

Refer to Note 6 to the consolidated financial statements as of March 31, 2013 for other related information on cash and cash equivalents.

7. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS

September 30, December December 31, September 30, January January 1,
2013 2012 2012 2012
Financial assets held for trading
Derivative financial assets (not
under hedge accounting)
Foreign exchange forward
contracts (a) $ - $
6,199
$ 10,728
$ -
Financial assets designated as at
FVTPL
Foreign publicly-traded convertible
bonds (b) - - -
39,357
Financial assets at FVTPL $ - $
6,199
$ 10,728
$ 39,357
Current $ - $
6,199
$ 10,728
$ -
Non-current - - -
39,357
$ - $
6,199
$ 10,728
$ 39,357
  • a. At the end of the reporting period, outstanding foreign exchange forward contracts not under hedge accounting were as follows:
Contract Amount
Contract Currency Maturity Date (In Thousands)
December 31, 2012
Sell JPY/NTD 2013.01 JPY400,000/NTD141,800
Sell USD/NTD 2013.01 USD10,000/NTD290,456
September 30, 2012
Sell JPY/NTD 2012.10 JPY2,000,000/NTD756,700
Sell USD/NTD 2012.10 USD16,000/NTD479,724

The Group entered into foreign exchange forward contracts during the nine months ended September 30, 2013 and 2012 to manage exposures due to exchange rate fluctuations of foreign currency denominated assets and liabilities. However, those contracts did not meet the criteria of hedge effectiveness and therefore were not accounted for by using hedge accounting.

  • b. The foreign publicly-traded convertible bonds with annual rate of 5% were matured and the amounts of principal and interest were received on January 12, 2012.

  • 15 -

8. AVAILABLE-FOR-SALE FINANCIAL ASSETS

September 30,
2013
December 31,
2012
September 30,
2012
Domestic investments
Listed shares
$ 718,848
$ 725,526
$ 750,269

Foreign investments
Listed shares

107,432

163,159

182,415

Available-for-sale financial assets
$ 826,280
$ 888,685
$ 932,684

Non-current
$ 826,280
$ 888,685
$ 932,684

FINANCIAL ASSETS MEASURED AT COST
September 30,
2013
December 31,
2012
September 30,
2012
Domestic unlisted common shares
$ 82,698
$ 91,473
$ 98,056

Overseas unlisted common shares

-

6,389

6,445

$ 82,698
$ 97,862
$ 104,501

Non-current
$ 82,698
$ 97,862
$ 104,501
January 1,
2012
$ 678,663

200,729
$ 879,392
$ 879,392
January 1,
2012
$ 117,556

36,935
$ 154,491
$ 154,491

9. FINANCIAL ASSETS MEASURED AT COST

Management believed that the fair value of the above unlisted equity investments held by the Group cannot be reliably measured due to the significant range of reasonable fair value estimates, therefore, they were measured at cost less impairment at the end of the reporting period.

10. NOTES RECEIVABLE, TRADE RECEIVABLES AND OTHER RECEIVABLES

September 30,
2013
December 31,
2012
September 30,
2012
Notes receivable
Notes receivable - operating
$ 400
$ 1,077
$ 417

Trade receivables
Trade receivables
3,269,185
2,910,921
3,207,456
Less: Allowance for impairment
loss

813

18

18


3,268,372

2,910,903

3,207,438

$ 3,268,772
$ 2,911,980
$ 3,207,855
January 1,
2012
$ 6,486
2,894,982

18

2,894,964
$ 2,901,450
(Continued)
  • 16 -
September 30,
2013
December 31,
2012
September 30,
2012
Other receivables
Tax receivable
$ 187,494
$ 89,485
$ 163,908

Others

19,106

16,718

25,660

$ 206,600
$ 106,203
$ 189,568
January 1,
2012
$ 94,744

26,454
$ 121,198
(Concluded)
  • a. Trade Receivables

The average credit period for sales of goods was 60 days. In determining the recoverability of a trade receivable, the Group evaluates each customer’s credibility and financial position and considered any change in the credit quality of the trade receivable since the date credit was initially granted to the end of the reporting period.

Before accepting any new customer, the Group uses an internal credit scoring system to assess the potential customer’s credit quality and defines credit limits by customer.

Of the trade receivables balance (see aging analysis below) that are past due at the end of the reporting period, the Group had not recognized an allowance for impaired notes receivable and trade receivables for NT$209,529 thousand, NT$226,243 thousand, NT$168,290 thousand and NT$44,161 thousand as of September 30, 2013, December 31, 2012, September 30, 2012 and January 1, 2012, respectively, because there had not been a significant change in credit quality and the amounts were still considered recoverable.

Age of receivables that were past due but not impaired was as follows:

Age of receivables that were past due but not impaired was as follows:
September 30,
2013
December 31,
2012
September 30,
2012
Neither past due nor impaired
$ 3,058,843
$ 2,684,660
$ 3,039,148

Past due but not impaired
Less than 60days
35,328
144,178
162,241
61-120 days
12,968
66,014
6,049
Over 121days

161,233

16,051

-

$ 3,268,372
$ 2,910,903
$ 3,207,438
January 1,
2012
$ 2,850,803
44,161
-

-
$ 2,894,964

Above analysis was based on the past due date.

As of September 30, 2013, the Group did not hold collateral for most of the receivables.

  • 17 -

Movements in the allowance for impairment loss recognized on trade receivables were as follows:

Balance at January 1
Add: Impairment losses recognized on receivables
Less: Impairment losses reversed
Balance at September 30
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30


2013
$ 18

813

(18)

$ 813
2012
$ 18
-

-
$ 18

b. Notes Receivable

No allowance for impairment loss of notes receivable was recognized since the notes receivable of the Group were not past due and no uncertainty of recoverability was assessed.

11. INVENTORIES

September 30,
2013
Finished goods
$ 1,098,833

Work in progress
7,182,161
Raw materials

428,559

$ 8,709,553
December 31,
2012
September 30,
2012
$ 1,004,290
$ 1,004,870

5,511,200
5,532,018

344,402

496,809

$ 6,859,892
$ 7,033,697
January 1,
2012
$ 1,045,265
5,002,956

419,782
$ 6,468,003

The cost of inventories recognized as cost of goods sold in the three months and the nine months ended September 30, 2013 included inventory write-downs of NT$222,150 thousand and NT$628,663 thousand, respectively. The cost of inventories recognized as cost of goods sold in the three months and nine months ended September 30, 2012 included inventory write-downs of NT$580,734 thousand and NT$1,088,493 thousand, respectively.

12. PROPERTY, PLANT AND EQUIPMENT

September 30,
2013
Carrying amount of each class
Freehold land
$ 881,445

Buildings
6,209,640
Machinery equipment
13,447,921
Research and development
equipment
3,593,985
Transportation equipment
11,925
Leasehold improvements
20,118
Miscellaneous equipment
131,215
Advance payments and
construction in progress

3,237,440

$ 27,533,689
December 31,
2012
September 30,
2012
$ 876,366
$ 878,808

6,701,794
6,930,260
16,592,121
17,769,973
4,041,246
4,222,781
15,557
15,652
23,236
3,278
158,981
160,844

1,474,477

1,507,449

$ 29,883,778
$ 31,489,045
January 1,
2012
$ 888,201
7,430,004
19,833,527
1,054,589
8,691
4,844
179,426

6,097,550
$ 35,496,832
  • 18 -
Cost
Balance at January 1, 2012
Additions
Disposals
Effect of foreign currency exchange
differences
Reclassification
Balance at September 30, 2012
Balance at January 1, 2013
Additions
Disposals
Effect of foreign currency exchange
differences
Reclassification
Balance at September 30, 2013
Accumulated depreciation
and impairment
Balance at January 1, 2012
Disposals
Depreciation expense
Effect of foreign currency exchange
differences
Reclassification
Balance at September 30, 2012
Balance at January 1, 2013
Disposals
Depreciation expense
Effect of foreign currency exchange
differences
Reclassification
Balance at September 30, 2013
Freehold Land
$ 1,264,367
-
-
(21,568 )
-
$ 1,242,799
$ 1,237,187
-
-
11,664
-
$ 1,248,851
$ (376,166 )
-
-
12,175
-
$ (363,991)
$ (360,821 )
-
-
(6,585 )
-
$ (367,406)
Buildings
$ 21,717,424
422,916
(4,431 )
(9,155 )
-
$ 22,126,754
$ 22,209,968
419,824
(5,628 )
9,380
(101)
$ 22,633,443
$ (14,287,420 )
4,431
(914,088 )
583
-
$ (15,196,494)
$ (15,508,174 )
5,629
(920,441 )
(820 )
3
$ (16,423,803)
Machinery
Equipment
$ 75,224,281
2,334,626
(442,807 )
-
(94,963)
$ 77,021,137
$ 76,913,234
827,759
(119,493 )
-
94,346
$ 77,715,846
$ (55,390,754 )
341,024
(4,198,011 )
-
(3,423)
$ (59,251,164)
$ (60,321,113 )
117,494
(4,034,443 )
-
(29,863)
$ (64,267,925)
Research and
Development
Equipment

$ 2,381,513
3,638,801
(54,905 )
(783 )
94,963
$ 6,059,589
$ 6,037,523
298,702
(65,030 )
625
(94,245)
$ 6,177,575
$ (1,326,924 )
53,797
(567,490 )
386
3,423
$ (1,836,808)
$ (1,996,277 )
65,010
(681,839 )
(344 )
29,860
$ (2,583,590)
Transportation
Equipment
$ 28,192
10,070
(6,935 )
(72 )
-
$ 31,255
$ 32,155
-
(900 )
62
-
$ 31,317
$ (19,501 )
6,443
(2,611 )
66
-
$ (15,603)
$ (16,598 )
210
(2,949 )
(55 )
-
$ (19,392)
Leasehold
Improvements
$ 26,553
87
(1,538 )
(93 )
-
$ 25,009
$ 44,894
253
-
282
-
$ 45,429
$ (21,709 )
1,538
(2,113 )
553
-
$ (21,731)
$ (21,658 )
-
(3,983 )
330
-
$ (25,311)
Miscellaneous
Equipment

$ 1,096,751
56,480
(22,366 )
(3,131 )
(27)
$ 1,127,707
$ 1,142,967
44,264
(16,351 )
1,926
-
$ 1,172,806
$ (917,325 )
21,703
(73,056 )
1,813
2
$ (966,863)
$ (983,986 )
16,333
(72,742 )
(1,196 )
-
$ (1,041,591)
Advance
Payments and
Construction in
Progress
$ 6,097,550
(4,590,101 )
-
-
-
$ 1,507,449
$ 1,474,477
1,762,604
-
359
-
$ 3,237,440
$ -
-
-
-
-
$ -
$ -
-
-
-
-
$ -
Total
$ 107,836,631
1,872,879
(532,982 )
(34,802 )
(27)
$ 109,141,699
$ 109,092,405
3,353,406
(207,402 )
24,298
-
$ 112,262,707
$ (72,339,799 )
428,936
(5,757,369 )
15,576
2
$ (77,652,654)
$ (79,208,627 )
204,676
(5,716,397 )
(8,670 )
-
$ (84,729,018)

Impairment assessment was performed in the nine months ended September 30, 2013 and 2012, but no impairment was recognized.

The carrying amount of the freehold land in the U.S.A. which is unutilized by the Group as of September 30, 2013, December 31, 2012, September 30, 2012 and January 1, 2012 was US$9,583 thousand.

The above items of property, plant and equipment were depreciated on a straight-line basis over the following estimated useful life of the asset:


following estimated useful life of the asset:
Buildings
Main buildings 20-40 years
Electronic equipment 11-20 years
Facility equipment 2-6 years
Landscape engineering 20 years
Machinery equipment 2-6 years
Research and development equipment 1-6 years
Transportation equipment 3-6 years
Leasehold improvements 3-16 years
Miscellaneous equipment 1-16 years

Refer to note 32 for the carrying amount of property, plant and equipment that had been pledged by the Group to secure long-term bank loans granted to the Group.

  • 19 -

13. INTANGIBLE ASSETS

September 30,
2013
Carrying amount of each class
Software
$ 320,643
Licenses
13,891
Mask
800
Others

4,927
$ 340,261
Software
Cost
Balance at January 1, 2012
$ 163,866

Additions
311,397
Disposals
(17,026)

Reclassification
26
Effect of foreign currency exchange
differences

(485)

Balance at September 30, 2012
$ 457,778

Balance at January 1, 2013
$ 480,358

Additions
139,156
Disposals
(38,723)
Effect of foreign currency exchange
differences

480

Balance at September 30, 2013
$ 581,271

Accumulated amortization
Balance at January 1, 2012
$ (87,174)

Amortization expense
(89,032)
Disposals
17,030
Reclassification
-
Effect of foreign currency exchange
differences

403

Balance at September 30, 2012
$ (158,773)

Balance at January 1, 2013
$ (157,305)

Amortization expense
(141,749)
Disposals
38,723
Effect of foreign currency exchange
differences

(297)

Balance at September 30, 2013
$ (260,628)
December 31,
2012
September 30,
2012
$ 323,053
$ 299,005

26,288
28,383
9,643
16,799

1,952

1,354

$ 360,936
$ 345,541

Licenses
Mask
Others
$ 220,451
$ 161,324
$ 23,166
16,774
22,151
1,713
(134,780)
(134,460)
(14,928)
(13,406)
-
(514)

-

-

(2)
$ 89,039
$ 49,015
$ 9,435
$ 58,339
$ 22,633
$ 9,185
1,000
1,092
5,352
(33,444)
(22,093)
(7,953)

-

-

-
$ 25,895
$ 1,632
$ 6,584
$ (172,129)
$ (139,569)
$ (21,460)
(23,302)
(27,107)
(1,549)
134,776
134,460
14,928
-
-
-

(1)

-

-
$ (60,656)
$ (32,216)
$ (8,081)
$ (32,051)
$ (12,990)
$ (7,233)
(13,397)
(9,935)
(2,377)
33,444
22,093
7,953

-

-

-
$ (12,004)
$ (832)
$ (1,657)
January 1,
2012
$ 76,692
48,322
21,755

1,706
$ 148,475
Total
$ 568,807
352,035
(301,194)
(13,894)

(487)
$ 605,267
$ 570,515
146,600
(102,213)

480
$ 615,382
$ (420,332)
(140,990)
301,194
-

402
$ (259,726)
$ (209,579)
(167,458)
102,213

(297)
$ (275,121)
$
















The above items of other intangible assets were amortized on a straight-line basis over the following estimated useful life of the asset:


estimated useful life of the asset:
Software 1-6 years
Licenses 1-3 years
Mask 1-3 years
Others 1-3 years
  • 20 -

14. PREPAYMENTS FOR LEASE

PREPAYMENTS FOR LEASE
September 30, December 31, September 30, January 1,
2013 2012 2012 2012
Current asset (included in other
current assets) $
544
$
523
$
523
$
543
Non-current asset (included in
other non-current assets) 22,991 22,477 22,607
23,920
$ 23,535 $ 23,000 $ 23,130
$ 24,463

As of September 30, 2013, December 31, 2012, September 30, 2012 and January 1, 2012, prepaid lease payments include land use rights with carrying amounts of NT$23,535 thousand, NT$23,000 thousand, NT$23,130 thousand and NT$24,463 thousand, respectively, which are located in Mainland China. The Group has obtained the land use right certificates.

15. OTHER FINANCIAL ASSETS

September 30,
2013
December 31,
2012
September 30,
2012
Restricted time deposits
$ 170,077
$ 211,282
$ 209,762

Refundable deposits
12,454
12,667
12,501
Long-term receivables

6,688

10,078

10,166

$ 189,219
$ 234,027
$ 232,429

Current
$ -
$ 41,106
$ 41,514

Non-current

189,219

192,921

190,915

$ 189,219
$ 234,027
$ 232,429
January 1,
2012
$ 187,182
14,559

-
$ 201,741
$ -

201,741
$ 201,741

16. OTHER ASSETS

September 30,
2013
December 31,
2012
September 30,
2012
Supplies
$ 326,436
$ 308,755
$ 313,555

Prepayments
262,417
176,997
249,711
Prepayments for lease
23,535
23,000
23,130
Offset against business tax payable
22,353
20,085
18,602
Others

28,730

18,331

44,649

$ 663,471
$ 547,168
$ 649,647

Current
$ 572,730
$ 479,392
$ 558,212

Non-current

90,741

67,776

91,435

$ 663,471
$ 547,168
$ 649,647
January 1,
2012
$ 326,961
135,140
24,463
17,043

22,918
$ 526,525
$ 475,483

51,042
$ 526,525

Other assets-others are the commitment fee of the syndicated loans and the drawdown fee of long-term bank loans, which are amortized monthly over five and three years respectively.

  • 21 -

17. BORROWINGS

a. Short-term borrowings

September 30,
2013
December 31,
2012
September 30,
2012
Unsecured borrowings
Letter of credit loan
$ 1,263,883
$ 88,406
$ 283,031
January 1,
2012
$ 1,800,488

The range of effective interest rate on the letter of credit loans was 0.76%-1.40%, 0.86%-1.06%, 0.82%-1.30%, and 0.84%-2.09% per annum as of September 30, 2013, December 31, 2012, September 30, 2012 and January 1, 2012, respectively.

b. Long-term borrowings

September 30,
2013
Secured borrowings
Bank loans
$ 12,744,660

Unsecured borrowings
Bank loans

6,088,333

18,832,993
Less: Current portion

5,798,718

Long-term borrowings:
Non-current
$ 13,034,275

Maturity Date
I
Floating rate borrowings
Secured syndicated loan
denominated in NT$ 2015.12.16
Repayable NT$1,571,000 thousand
semi-annually from December
2012 to June 2015, and pay off
NT$6,284,000 thousand in
December 2015.
1
Un-secured syndicated loan
denominated in NT$ 2015.12.16
-
1
Un-secured bank borrowing
denominated in NT$ 2014.09.26
Repayable NT$200,000 thousand
semi-annually from March 2013
to March 2014, and pay off
NT$1,000,000 thousand in
September 2014.
1
Un-secured bank borrowing
denominated in NT$ 2014.10.16
-
Un-secured bank borrowing
denominated in NT$ 2014.11.14
Repayable NT$100,000 thousand
quarterly from February 2014 to
August 2014, and pay off
NT$700,000 thousand in
November 2014.
1
Un-secured bank borrowing
denominated in NT$ 2014.09.26
Repayable NT$120,000 thousand
quarterly from September 2013
to September 2014.
1
Un-secured bank borrowing
denominated in NT$ 2015.03.26
Repayable NT$50,000 thousand
quarterly from June 2013 to
March 2015.
Un-secured bank borrowing
denominated in NT$ 2014.09.16
Repayable NT$75,000 thousand
quarterly from March 2013 to
June 2014, and pay off
NT$50,000 thousand in
September 2014.
December 31,
2012
September 30,
2012
January 1,
2012
$ 14,366,948
$ 15,715,044
$ 13,556,332

6,666,667

6,666,667

4,050,000
21,033,615
22,381,711
17,606,332

5,233,718

5,940,718

1,527,718
$ 15,799,897
$ 16,440,993
$ 16,078,614
Effective
nterest Rate
September 30,
2013
December 31,
2012
September 30,
2012
January 1,
2012
.30%-1.58%
$ 12,568,000
$ 14,139,000
$ 15,470,000
$ 13,260,000
.35%-1.58%
1,500,000
1,500,000
1,500,000
1,500,000
.80%-1.85%
1,200,000
1,600,000
1,600,000
1,600,000
1.85%
1,200,000
-
-
-
.69%-1.70%
1,000,000
1,000,000
1,000,000
-
.88%-2.08%
480,000
600,000
600,000
50,000
1.62%
300,000
400,000
400,000
-
1.65%
275,000
500,000
500,000
500,000
(Continued)
  • 22 -
Maturity Date
Effective
Interest Rate
September 30,
2013
Secured bank borrowing
denominated in NT$ 2016.04.16
Repayable NT$5,699 thousand
monthly from May 2003 to
April 2016.
1.84%-2.12%
$ 176,660

Un-secured bank borrowing
denominated in NT$ 2014.09.26
Repayable NT$66,667 thousand
semi-annually from March 2012
to September 2014.
1.80%-1.85%
133,333
Un-secured bank borrowing
denominated in NT$ 2013.09.26
-
1.83%-1.85%
-


$ 18,832,993
December 31,
2012
September 30,
2012
January 1,
2012
$ 227,948
$ 245,044
$ 296,332
266,667
266,667
400,000
800,000

800,000

-

$ 21,033,615
$ 22,381,711
$ 17,606,332
(Concluded)

The Group had provided notes used as refundable guarantees for borrowings that will be cancelled upon termination of the guarantee.

In addition, the Group’s interest bearing floating rate borrowing was reset every one to three months.

The loan agreement requires the maintenance of current ratio, debt ratio, and times interest earned ratio based on semi-annual and annual consolidated financial statements.

The details of assets pledged as collaterals for long-term loans are shown in Note 32.

18. NOTES PAYABLE AND TRADE PAYABLES

September 30,
2013
December 31,
2012
September 30,
2012
Notes payable
Notes payable - operating
$ 7
$ 105
$ 428

Trade payables
Trade payables - operating

2,183,660

1,834,036

1,907,724

$ 2,183,667
$ 1,834,141
$ 1,908,152
January 1,
2012
$ 5,412

2,149,342
$ 2,154,754

The Group has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.

19. OTHER PAYABLES

OTHER PAYABLES
September 30,
2013

Other payables
Payable for royalties
$ 532,980

Payable for rework fees
504,709
Payable for maintenance and repair
212,627
Bonus
176,947
Payable for pension
59,106
Others

451,032

$ 1,937,401
December 31,
2012
September 30,
2012
$ 544,531
$ 561,079

851,804
698,887
354,863
377,313
270,794
179,074
56,709
57,295
541,145

461,498

$ 2,619,846
$ 2,335,146
January 1,
2012
$ 613,531
252,234
367,167
335,344
54,380

553,993
$ 2,176,649
  • 23 -

20. PROVISIONS

September 30,
2013
December 31,
2012
September 30,
2012

Employee benefits (a)
$ 70,993
$ 70,573
$ 70,746

Customer returns and rebates (b)

25,391

23,596

26,328

$ 96,384
$ 94,169
$ 97,074

Current
$ 96,384
$ 94,169
$ 97,074

Employee
Benefits
Customer
Returns and
Rebates
Balance at January 1, 2012
$ 63,967
$ 24,521

Additional provisions recognized
8,629
18,429
Reversing un-usage balances/usage
(1,725)
(16,573)

Effect of foreign currency exchange differences

(125)

(49)

Balance at September 30, 2012
$ 70,746
$ 26,328

Balance at January 1, 2013
$ 70,573
$ 23,596

Additional provisions recognized
61,612
22,565
Reversing un-usage balances/usage
(61,573)
(20,796)

Effect of foreign currency exchange differences

381

26

Balance at September 30, 2013
$ 70,993
$ 25,391
January 1,
2012
$ 63,967

24,521
$ 88,488
$ 88,488
Total
$ 88,488
27,058
(18,298)

(174)
$ 97,074
$ 94,169
84,177
(82,369)

407
$ 96,384
  • a. The provision for employee benefits represents vested long service leave entitlements accrued.

  • b. The provision of customer returns and rebates was based on historical experience, management's judgments and other known reasons estimated product returns and rebates may occur in the year. The provision was recognized as a reduction of operating income in the periods of the related goods sold.

21. RETIREMENT BENEFIT PLANS

  • a. Defined contribution plans

The Company, Magic Pixel Inc., Mxtran Inc., Infomax Communication Co., Ltd., MoDioTek Co., Ltd. and MaxRise Inc. of the Group adopted a pension plan under the Labor Pension Act (the “LPA”), which is a state-managed defined contribution plan. Based on the LPA, the Group makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages.

The employees of the Group's subsidiary in China are members of a state-managed retirement benefit plan operated by the government of China. The subsidiary is required to contribute a specified percentage of payroll costs to the retirement benefit scheme to fund the benefits. The only obligation of the Group with respect to the retirement benefit plan is to make the specified contributions.

The total expense recognized in profit or loss for the three months ended September 30, 2013 and 2012 was NT$63,446 thousand and NT$59,703 thousand, respectively, and the total expense recognized in profit or loss for nine months ended September 30, 2013 and 2012 was NT$190,721 thousand and NT$177,915 thousand, which represents contributions payable to these plans by the Group at rates specified in the rules of the plans.

  • 24 -

b. Defined benefit plans

The Company and Magic Pixel Inc. of the Group adopted the defined benefit plan provided in the Labor Standard Law (the “LSL”). Under the LSL, pension benefits are calculated on the basis of the length of service and average monthly salaries of the six months before retirement. The Company and Magic Pixel Inc. contribute amounts equal to 2% of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name.

For defined benefit plans, employee benefit expenses were calculated using the actuarially determined pension cost discount rate as of December 31, 2012 and January 1, 2012, and recognized in their respective periods. Refer to Note 21 to the consolidated financial statements as of March 31, 2013 for information on the Group’s retirement benefit plans.

The net periodic pension costs of the Company’s separate executive pension plan were NT$29,466 thousand, NT$34,414 thousand, NT$89,980 thousand and NT$76,838 thousand for the three months ended September 30, 2013 and 2012, and the nine months ended September 30, 2013 and 2012, respectively.

Retirement related defined benefit plans were included in the following line items:

Operating cost
Marketing expenses
Administration expenses
Research and development
expenses
Three Months Ended
September 30
2013
2012
$ 2,996
$ 1,978
$ 305
$ 174
$ 30,287
$ 35,047
$ 1,107
$ 889
Nine Months Ended
September 30
Nine Months Ended
September 30



2013
$ 2,996

$ 305

$ 30,287

$ 1,107



2013
$ 8,983

$ 920

$ 92,498

$ 3,316
2012
$ 5,909
$ 528
$ 78,729
$ 2,675

22. EQUITY

a. Ordinary shares

Ordinary shares
September 30,
2013
Numbers of shares authorized
$ 65,500,000

Shares issued
$ 35,214,623
December 31,
2012
September 30,
2012
$ 65,500,000
$ 65,500,000

$ 35,214,623
$ 35,213,693
January 1,
2012
$ 65,500,000

$ 33,847,486

Fully paid ordinary shares, which have a par value of $10, carry one vote per share and carry a right to dividends.

A total of 864,704 thousand shares and 650,000 thousand shares of the Company’s authorized shares were reserved for the issuance of convertible bonds and employee share options.

  • 25 -

b. Capital surplus

September 30,
2013
December 31,
2012
September 30,
2012
Arising from treasury share
transactions
$ 26,502
$ 26,502
$ 26,502

Arising from donations
37
37
37
Arising from share of changes
in capital surplus of
associates
229
113
-
Arising from employee share
options

317,217

317,217

317,329

$ 343,985
$ 343,869
$ 343,868
January 1,
2012
$ 25,075
37
-

321,377
$ 346,489

A reconciliation of the carrying amount at the beginning and at the end of the nine months ended September 30, 2013 and 2012, for each class of capital surplus was as follows:

Treasury
Share
Transactions
Balance at January 1, 2012
$ 25,075

Company’s dividends received
by its subsidiary
1,427
Issue of ordinary shares under
employee share options

-

Balance at September 30, 2012
$ 26,502

Balance at January 1, 2013
$ 26,502

Share of changes in capital
surplus of associates

-

Balance at September 30, 2013
$ 26,502
Donations
Share of
Changes in
Capital
Surplus of
Associates
Employee
Share Options
$ 37
$ -
$ 321,377
-
-
-

-

-

(4,048)
$ 37
$ -
$ 317,329
$ 37
$ 113
$ 317,217

-

116

-
$ 37
$ 229
$ 317,217

The capital surplus arising from shares issued in excess of par (treasury share transactions and employee share options) and donations may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to capital (limited to a certain percentage of the Company’s capital surplus and once a year).

The capital surplus from long-term investments may not be used for any purpose.

  • c. Retained earnings and dividend policy

The Company’s Articles of Incorporation provide that any profit after annual closing should be used first to cover income tax and accumulated deficit. Then appropriate for legal reserve 10% of the remaining amount (until the amount of the legal reserve equals the amount of the Company’s capital stock) and appropriate for (or reverse) special reserve in accordance with law. Appropriation for remuneration to directors and supervisors should be made at 2% of the remaining amount. Any remaining amount will be added to the undistributed earnings from previous years and distributed in the following manner: (a) shareholders’ dividends - 85%; (b) employees’ bonus - 15%. Employees’

  • 26 -

bonus will be distributed in the same form as the distribution of dividends to shareholders on a proportionate basis.

Distributions, except for the remuneration to directors and supervisors, may be made in the form of cash dividend or stock dividend, as determined by the shareholders at an Annual General Meeting. Both the shareholders’ bonus and employees’ bonus take the form of cash dividend as the first choice. Nevertheless, it still depends on the Company’s financial, sales or operating condition. The Company’s Articles of Incorporation provide that no more than 50% of the current year’s total amount of distributable earnings can be distributed in the form of stock dividend.

Due to the net loss for the nine months ended September 30, 2013 and 2012, there were no accrual for bonus to employees and remuneration to directors and supervisors.

Under Rule No. 100116 and Rule No. 0950000507 issued by the FSC, certain amounts shall be transferred from unappropriated earnings to a special reserve before any appropriation of earnings generated before January 1, 2012 shall be made. Any special reserve appropriated may be reversed to the extent of the decrease in the net debit balance.

Under Rule No. 1010012865 issued by the FSC on April 6, 2012 and the directive titled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs”, on the first-time adoption of IFRSs, a company should appropriate to a special reserve.

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

Except for non-ROC resident shareholders, all shareholders receiving the dividends are allowed a tax credit equal to their proportionate share of the income tax paid by the Company.

The appropriations of earnings for 2011 had been approved in the shareholders’ meeting on June 6, 2012. The appropriations and dividends per share were as follows:

Legal reserve
Cash dividends
Stock dividends
For the Year Ended 2011
Appropriation
of Earnings
Dividends Per
Share (NT$)
$ 288,272
1,288,408
$ 0.38

1,288,408
0.38
$ 2,865,088

The above appropriation for stock dividends of NT$1,288,408 thousand from 2011 earnings will be adjusted when the outstanding shares at the ex-dividend date are increased due to exercise of stock options by the Company’s employees. The shareholders had authorized the chairman to adjust the cash and stock dividend per share when the outstanding shares at the ex-dividend date are increased. The above appropriation for stock dividends was approved by the Securities and the Futures Bureau of Financial Supervisory Commission, Executive Yuan on June 19, 2012 and had been officially registered with the Ministry of Economic Affairs, ROC.

  • 27 -

The bonus to employees and remuneration to directors and supervisors for 2011 had been approved in the shareholders’ meeting on June 6, 2012. Details were stated as follows:

Amounts approved in shareholders’ meetings
Amounts recognized in respective financial statements
For the Year Ended
December 31, 2011


Bonus to
Employees
Remuneration
of Directors and
Supervisors
$ 454,732
$ 51,889

477,847

52,928
$ (23,115)
$ (1,039)

The differences between the approved amounts of the bonus to employees and remuneration to directors and supervisors and the accrual amounts reflected in the financial statements for the years ended December 31, 2011 which were primarily due to changes in estimates (numbers of the outstanding shares and income tax expense) had been adjusted in profit and loss for the years ended December 31, 2012.

In their meeting on June 19, 2013, the Company’s shareholders resolved the proposal of the Board of Directors to use legal reserve to offset accumulated deficit in the amount of NT$2,695,275 thousand.

Information about the appropriations of earnings is available on the Market Observation Post System website of the Taiwan Stock Exchange.

d. Special reserves appropriated following first-time adoption of IFRSs

The Company had a decrease in retained earnings that resulted from all IFRSs adjustments; therefore, no special reserve was appropriated.

e. Others equity items

1) Foreign currency translation reserve

Exchange differences relating to the translation of the results and net assets of the Group's foreign operations from their functional currencies to the Group's presentation currency (i.e. New Taiwan dollars) were recognized directly in other comprehensive income and accumulated in the foreign currency translation reserve. Exchange differences previously accumulated in the foreign currency translation reserve in respect of translating the net assets of foreign operations were reclassified to profit or loss on the disposal of the foreign operation.

  • 2) Investments revaluation reserve

The investments revaluation reserve represents the cumulative gains and losses arising on the revaluation of available-for-sale financial assets that have been recognized in other comprehensive income, net of amounts reclassified to profit or loss when those assets have been disposed of or are determined to be impaired.

  • 28 -

f. Non-controlling interests

g. Nine Months Ended September 30
2013
2012
Balance at January 1
$ 59,115
$ 138,921
Attributable to non-controlling interests:
Share of loss for the period
(41,679)
(59,815)
Issue of employee share options by subsidiaries
371
636
Adjustment relating to changes in capital surplus of associates
accounted for using equity method
39,363
-
Exchange difference arising on translation of foreign entities
113
(119)
Non-controlling interest relating to outstanding vested share
options held by the employees of subsidiaries

687

(601)
Balance at September 30
$ 57,970
$ 79,022
Treasury shares
Purpose of Buy-back
Number of
Shares,
Beginning of
Period
(In Thousands)
Increase During
The Period
(In Thousands)
Number of
Shares,
End of Period
(In Thousands)
Nine months ended September 30, 2013
The Company’s shares held by its
subsidiaries

3,899

-

3,899
Nine months ended September 30, 2012
The Company’s shares held by its
subsidiaries

3,757

142

3,899
The Company’s shares held by its subsidiaries at the end of the reporting periods were as follows:
Name of Subsidiary
Number of
Shares Held
(In Thousands)
Carrying
Amount
Market Price
September 30, 2013
Hui Ying Investment, Ltd.
3,899
$159,061
$ 28,076
December 31, 2012
Hui Ying Investment, Ltd.
3,899
159,061
33,808
September 30, 2012
Hui Ying Investment, Ltd.
3,899
159,061
38,175
January 1, 2012
Hui Ying Investment, Ltd.
3,757
159,061
45,456
Nine Months Ended September 30
  • 29 -

The subsidiaries holding treasury shares, however, retain shareholders’ rights, except the rights to participate in any share issuance for cash and to vote.

23. REVENUE

REVENUE
Revenue from the sale of goods
Others
For the Three Months Ended
September 30
2013
2012
$ 6,704,887
$ 7,349,203

3,372

13,711
$ 6,708,259
$ 7,362,914
For the Nine Months Ended
September 30


2013
$ 6,704,887


3,372

$ 6,708,259


2013
$ 16,334,245


9,812

$ 16,344,057
2012
$ 18,365,272

24,026
$ 18,389,298

The analysis of the Group's products and revenue is shown in Note 36.

24. NET LOSS

Net loss had been arrived at after crediting

  • a. Other income
Interest income
Dividends
Others
Other gains and losses
Net foreign exchange
gains/(losses)
Net gains arising on financial
assets classified as held for
trading
Net gains on disposal of
investments
Other gains/(losses)
For the Three Months Ended
September 30
2013
2012
$ 26,122
$ 40,449
41,416
45,011

9,652

16,640
$ 77,190
$ 102,100
For the Three Months Ended
September 30
2013
2012
$ 19,285
$ (19,848)
9,576
22,343
2
3

(773)

2,852
$ 28,090
$ 5,350
For the Three Months Ended
September 30
2013
2012
$ 26,122
$ 40,449
41,416
45,011

9,652

16,640
$ 77,190
$ 102,100
For the Three Months Ended
September 30
2013
2012
$ 19,285
$ (19,848)
9,576
22,343
2
3

(773)

2,852
$ 28,090
$ 5,350
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30



2013
2012
$ 98,804
$ 123,358
60,825
60,834

18,012

46,471
$ 177,641
$ 230,663
For the Nine Months Ended
September 30


2013
$ 19,285

9,576
2

(773)

$ 28,090


2013
$ 109,051

13,230
2,977

(1,563)

$ 123,695
2012
$ (57,078)
12,118
1,417

(5,895)
$ (49,438)

b. Other gains and losses

  • 30 -

c. Finance costs

Interest on loans
Others
Less: Amounts included in
the cost of qualifying
assets
For the Three Months Ended
September 30
2013
2012
$ 83,424
$ 86,771
-
-

-

(4,905)
$ 83,424
$ 81,866
For the Three Months Ended
September 30
2013
2012
$ 83,424
$ 86,771
-
-

-

(4,905)
$ 83,424
$ 81,866
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30


2013
$ 83,424

-

-

$ 83,424


2013
$ 256,676

-

-

$ 256,676
2012
$ 243,436
18

(29,392)
$ 214,062

Information about capitalized interest was as follows:

Capitalized interest
Capitalization rate
For the Three Months Ended
September 30
2013
2012
$ -
$ 4,905
-
1.52%
For the Nine Months Ended
September 30
2013
2012
$ -
$ 29,392
-
1.52%
  • d. Impairment losses on financial assets
Trade receivables
Other non-current financial
assets
For the Three Months Ended
September 30
2013
2012
$ 813
$ (20,021)

-

49,533
$ 813
$ 29,512
For the Three Months Ended
September 30
2013
2012
$ 813
$ (20,021)

-

49,533
$ 813
$ 29,512
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30


2013
$ 813


-

$ 813


2013
$ 813


2,151

$ 2,964
2012
$ -

49,533
$ 49,533

The above impairment loss of financial assets was included in bad debt expense under operating expenses.

  • e. Depreciation and amortization
An analysis of depreciation by
function
Operating costs
Operating expenses
For the Three Months Ended
September 30
2013
2012
$ 1,576,132
$ 1,673,221

303,626

302,069
$ 1,879,758
$ 1,975,290
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30


2013
$ 1,576,132


303,626

$ 1,879,758


2013
$ 4,798,319


918,078

$ 5,716,397
2012
$ 4,963,356

794,013
$ 5,757,369
(Continued)
  • 31 -
For the Three Months Ended
September 30
2013
2012
An analysis of amortization by
function
Operating costs
$ 31,166
$ 18,910
Operating expenses

23,002

35,666
$ 54,168
$ 54,576
Employee benefits expense
For the Three Months Ended
September 30
2013
2012
Post-employment benefits
Defined contribution plans
$ 63,446
$ 59,703
Defined benefit plans

34,695

38,088
98,141
97,791
Share-based payments
Equity-settled share-based
payments
33
193
Other employee benefits

1,533,560

1,380,513
Total employee benefits
expense
$ 1,631,734
$ 1,478,497
An analysis of employee
benefits expense by function
Operating costs
$ 749,232
$ 727,497
Operating expenses

882,502

751,000
$ 1,631,734
$ 1,478,497
Gain or loss on foreign currency exchange
For the Three Months Ended
September 30
2013
2012
Foreign exchange gains
$ 215,785
$ 90,041
Foreign exchange losses

(196,500)

(109,889)
$ 19,285
$ (19,848)
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30


2013
2012
$ 89,154
$ 41,893

78,304

99,097
$ 167,458
$ 140,990
(Concluded)
For the Nine Months Ended
September 30






2013
2012
$ 190,721
$ 177,915

105,717

87,841
296,438
265,756
371
636

4,516,185

4,321,712
$ 4,812,994
$ 4,588,104
$ 2,233,256
$ 2,162,460

2,579,738

2,425,644
$ 4,812,994
$ 4,588,104
For the Nine Months Ended
September 30


2013
$ 1,114,774

(1,005,723)

$ 109,051
2012
$ 409,158

(466,236)
$ (57,078)

f. Employee benefits expense

g. Gain or loss on foreign currency exchange

  • 32 -

25. INCOME TAX

  • a. Income tax recognized in profit or loss

The major components of tax expense were as follows:

Current tax
In respect of the current
period
In respect of prior periods
Deferred tax
In respect of the current
period
Income tax expense recognized
in profit or loss
For the Three Months Ended
September 30
For the Three Months Ended
September 30
For the Three Months Ended
September 30
For the Nine Months Ended
September 30
2013
2012
$ 6,944
$ 10,312
42
(9,124)

(4,100)

47,454
$ 2,886
$ 48,642
For the Nine Months Ended
September 30
2013
2012
$ 6,944
$ 10,312
42
(9,124)

(4,100)

47,454
$ 2,886
$ 48,642
For the Nine Months Ended
September 30
2013
2012
$ 6,944
$ 10,312
42
(9,124)

(4,100)

47,454
$ 2,886
$ 48,642


2013
$ 3,107

13

(2,323)

$ 797
2012
$ 7,467
-

25,142
$ 32,609
2013
$ 6,944

42

(4,100)

$ 2,886
2012
$ 10,312
(9,124)

47,454
$ 48,642

A reconciliation of accounting loss and current income tax expenses is as follows:

Income tax expense calculated at the statutory rate

Nondeductible expenses in determining taxable income
Unrecognized temporary differences
Unrecognized loss carryforward
Unrecognized investment credits
Additional income tax on unappropriated earnings
Adjustments for prior years’ tax

Income tax expense recognized in profit or loss

Integrated income tax
September 30,
2013
December 31,
2012
Unappropriated earnings
(Accumulated deficit)
Unappropriated earnings
generated before
January 1, 1998
$ -
$ -
Unappropriated earnings
generated on and after
January 1, 1998
(5,678,042)
(3,528,992)
$ (5,678,042)
$ (3,528,992)
Imputation credit accounts
$ 220,638
$ 207,924
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2013
$ (895,101)

60,690
(163,411)
1,000,666
-
-

42

$ 2,886

September 30,
2012
$ -
(1,751,681)
$ (1,751,681)
$ 208,074
2012
$ (605,505)
72,348
109,856
-
475,876
5,191

(9,124)
$ 48,642
January 1,
2012
$ -

4,776,572
$ 4,776,572
$ 184,671



b. Integrated income tax

  • 33 -

No tax creditable ratio was calculated for accumulated deficit of 2012. The actual tax creditable ratio for distribution of earnings of 2011 was 9.15%.

c. Income tax assessments

The tax returns through 2009 have been assessed by the tax authorities. The Company disagreed with the tax authorities’ assessment of its 2009 and 2008 tax returns and had applied for re-examination. Nevertheless, the Company has provided for the income tax assessed by the tax authorities.

26. LOSS PER SHARE

LOSS PER SHARE
Basic and diluted loss per share For the Three Months Ended
September 30
2013
2012
$ (0.26)
$ (0.33)
Unit: NT$ Per Share
For the Nine Months Ended
September 30
2013
$ (0.26)
2013
$ (1.37)
2012
$ (1.04)

The amount of loss and weighted average number of ordinary shares outstanding used in the computation of loss per share from continuing operations were as follows:

Net loss for the period

Net loss for the period
Loss for the period attributable to
owners of the Company
For the Three Months Ended
September 30
2013
2012
$ (896,588)
$ (1,183,727)
For the Nine Months Ended
September 30
2013
$ (896,588)
2013
$ (4,804,846)
2012
$ (3,663,165)

Weighted average number of ordinary shares outstanding (in thousand shares):

Weighted average number of
ordinary shares in computation
of basic and diluted loss per
share
For the Three Months Ended
September 30
2013
2012
$ 3,517,563
$ 3,516,121
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2013
$ 3,517,563
2013
$ 3,517,563
2012
$ 3,516,121

As disclosed in Note 27 to the financial statements, the Company conforms according to IAS 33 “Earnings per Share”, in determining whether the share-based payments are potential ordinary stocks. The aforementioned stock options were not included in the calculation of diluted loss per share because they were antidilutive for the nine months ended September 30, 2013 and 2012.

  • 34 -

27. SHARE-BASED PAYMENT ARRANGEMENTS

The Company

The Company has two employee stock option plans (“2005 Plan” and “2007 Plan”) approved by the ROC Securities and Futures Bureau (SFB) to grant options up to 200,000 thousand units and 120,000 thousand units, respectively. Each stock option may subscribe for one new share of common stock of the Company. The options are valid for six years subsequent to the grant dates and exercisable at certain percentages after the second anniversary from the grant date. The options were granted at the exercise price equal to the higher of closing price of the Company’s common shares listed on the TSE or the Company’s net asset value per common share on the grant date. For any subsequent changes in the Company’s capital surplus, the exercise price is adjusted accordingly.

Information on employee share options was as follows:

Unit: Option Numbers in Thousand and NT$ Per Share

2007 Plan
Number of
Options
(In Thousands)
Weighted-
average
Exercise
Price
(NT$)
For the nine months ended September 30, 2013
Balance, beginning of period
42,078
$ 8.80
Options cancelled

(643)
-
Balance, end of period

41,435
8.80
2007 Plan
2005 Plan
Number of
Options
(In Thousands)
Weighted-average
Exercise Price
(NT$)
Number of
Options
(In Thousands)
Weighted-average
Exercise Price
(NT$)
For the nine months ended September 30,
2012
Balance, beginning of period
49,794
$ 9.50
37
$ 4.00
Options granted
1,556
8.80
-
-
Options exercised
(7,780)
9.48
-
-
Options cancelled
(1,281)
-
(37)
-
Balance, end of period
42,289
8.80
-
-
2007 Plan 2007 Plan

Balance, beginning of period
Options cancelled
Balance, end of period
For the nine months ended September 30,
2012
Balance, beginning of period
Options granted
Options exercised
Options cancelled
Balance, end of period
Number of
Options
(In Thousands)
Weighted-average
Exercise Price
(NT$)
37
$ 4.00
-
-
-
-
(37)
-
-
-

The number and exercise prices of outstanding options had been adjusted to reflect the stock dividends and the cancellation of common stock.

As of September 30, 2013, information about the Company’s outstanding and exercisable options was as follows:

Range of
Exercise
Price (NT$)
$8.80
Options Issued on or After January 1, 2004
and Outstanding
Number
Outstanding
(Thousand)
Remaining
Contractual
Life (In Years)
Exercise Price
(NT$/Per
Share)
41,435
0.24
$8.80
Options Exercisable
Number
Exercisable
(Thousand)
Exercise Price
(NT$/Per
Share)
41,435
$8.80
  • 35 -

MoDioTek

Approved by the Board of Directors of MoDioTek on April 2, 2007, December 3, 2007, August 18, 2008 and December 11, 2008, MoDioTek was authorized to issue employee stock options for 1,500 thousand units, 579 thousand units, 671 thousand units and 40 thousand units, respectively. Each stock option may subscribe for one new share of common stock of MoDioTek. The options are valid for six years and exercisable at certain percentages after the second anniversary from the grant date or the earlier of the first anniversary of the grant date or date of application for share listing on the TSE or GreTai Securities Market. For any subsequent changes in MoDioTek’s capital surplus, the exercise price is adjusted accordingly.

Information on employee share options was as follows:

Balance, beginning of period
Options cancelled
Balance, end of period
For the Nine Months Ended September 30
2013
Number of
Options
(In Thousands)
Weighted-average
Exercise Price
(NT$)
1,989
$ 10.35

(1,166)
-

823
10.78
2012
Number of
Options
(In Thousands)
Weighted-average
Exercise Price
(NT$)
2,040
$ 10.35

(51)
-

1,989
10.35

As of September 30, 2013, information about MoDioTek’s outstanding and exercisable option was as follows:

Options Issued on or After January 1, 2004

Options Issued on or After January 1, 2004
Range of
Exercise
Price
(NT$)
$10.00
11.40
11.40
and Outstanding
Number
Outstanding
(Thousand)
Remaining
Contractual
Life (In Years)
Exercise Price
(NT$/Per
Share)
364
0.17
$10.00
439
0.88
11.40

20
1.20
11.40

823
Options Exercisable
Number
Exercisable
(Thousand)
Exercise Price
(NT$/Per
Share)
364
10.00
439
11.40

20
11.40

823

Mxtran

Approved by the Board of Directors of Mxtran on April 2, 2007, May 4, 2007, November 16, 2007, December 21, 2007 and August 12, 2011, Mxtran was authorized to issue employee stock options for 1,409 thousand units, 74 thousand units, 17 thousand units, 1,564 thousand units and 2,344 thousand units, respectively. Each stock option may subscribe for one new share of common stock of Mxtran. The options are valid for six years and exercisable at certain percentages after the second anniversary from the grant date. For any subsequent changes in Mxtran’s capital surplus, the exercise price is adjusted accordingly.

Mxtran cancelled and increased its share capital by 12,000 thousand shares and 20,000 thousand shares on March 5, 2009 and March 9, 2009, respectively. Each stock option has subscribed for 0.4 common stock share and the exercise price was subject to adjustments for any change of capital structure.

  • 36 -

Information on employee share options was as follows:

Balance, beginning of period
Options cancelled
Balance, end of period
For the Nine Months Ended September 30
2013
Number of
Options
(In Thousands)
Weighted-average
Exercise Price
(NT$)
2,270
$ 10.30

(340)
-

1,930
10.17
2012
Number of
Options
(In Thousands)
Weighted-average
Exercise Price
(NT$)
2,664
$ 10.31

(336)
-

2,328
10.31

As of September 30, 2013, information about Mxtran’s outstanding and exercisable option was as follows:

Options Issued on or After January 1, 2004

Options Issued on or After January 1, 2004
Range of
Exercise
Price
(NT$)
$12.18
12.18
10.00
and Outstanding
Number
Outstanding
(Thousand)
Remaining
Contractual
Life (In Years)
Exercise Price
(NT$/Per
Share)
2
0.13
$12.18
153
0.23
12.18

1,775
3.86
10.00

1,930
Options Exercisable
Number
Exercisable
(Thousand)
Exercise Price
(NT$/Per
Share)
2
$12.18
153
12.18

888
10.00

1,043

Options granted were priced using the Black-Scholes pricing model and the inputs to the model were as follows:


follows:
Grant-date share price (NT$) $
3.23
Exercise price (NT$) 10.00
Expected volatility 44.82%
Expected life (years) 4.25 years
Expected dividend yield -
Risk-free interest rate 1.11%

For the three months ended September 30, 2013 and 2012, the compensation cost recognized was NT$33 thousand and NT$84 thousand, respectively. For the nine months ended September 30, 2013 and 2012, the compensation cost recognized was NT$183 thousand and NT$162 thousand, respectively. As of September 30, 2013 and 2012, the estimated percentages of forfeiture due to termination of employment over the remaining vesting period were both 6%.

INFOMAX

Approved by the Board of Directors of INFOMAX on April 2, 2007, November 16, 2007, December 21, 2007, April 2, 2010 and January 26, 2011, INFOMAX was authorized to issue employee stock options for 2,577 thousand units, 423 thousand units, 1,910 thousand units, 8,654 thousand units and 1,346 thousand units, respectively. Each stock option may subscribe for one new share of common stock of INFOMAX. The options authorized on April 2, 2007, November 16, 2007, December 21, 2007 and January 26, 2011 are valid for six years, eight years, eight years and six years, respectively. The options authorized on April 2, 2010 are valid for the earlier of six years to the grant dates or two months to the date of application for share listing on the TSE or GreTai Securities Market. The options granted are exercisable at certain percentages after the second anniversary from the grant date. For any subsequent changes in INFOMAX’s capital surplus, the exercise price is adjusted accordingly.

  • 37 -

INFOMAX cancelled and increased its share capital by 109,797 thousand shares and 100,000 thousand shares on December 1, 2012 and April 3, 2013, respectively. Each stock option has subscribed for 0.3 common stock share and the exercise price was subject to adjustments for any change of capital structure.

Information on employee share option was as follows:

Balance, beginning of period
Options cancelled
Balance, end of period
**For the Nine Months ** Ended September 30
2013
Number of
Options
(In Thousands)
Weighted-average
Exercise Price
(NT$)
3,059
$ 31.87

(708)
-

2,351
31.87
2012
Number of
Options
(In Thousands)
Weighted-average
Exercise Price
(NT$)
10,943
$ 10.00

(1,039)
-

9,904
10.00

As of September 30, 2013, information about INFOMAX’s outstanding and exercisable option was as follows:

Options Issued on or After January 1, 2004

Options Issued on or After January 1, 2004
Range of
Exercise
Price
(NT$)
$31.87
31.87
31.87
and Outstanding
Number
Outstanding
(Thousand)
Remaining
Contractual
Life (In Years)
Exercise Price
(NT$/Per
Share)
46
0.10
$31.87
349
2.22
31.87

1,956
2.63
31.87

2,351
Options Exercisable
Number
Exercisable
(Thousand)
Exercise Price
(NT$/Per
Share)
46
$31.87
349
31.87

1,859
31.87

2,254

Options granted were priced using the Black-Scholes pricing model and the inputs to the model were as follows:

Grant-date share price (NT$) $ 5.17
Exercise price (NT$) 10.00
Expected volatility 37.82%
Expected life (years) 4.25 years
Expected dividend yield -
Risk-free interest rate 0.91%

For the three months ended September 30, 2013 and 2012, the compensation cost recognized was NT$0 and NT$109 thousand, respectively. For the nine months ended September 30, 2013 and 2012, the compensation cost recognized was NT$188 thousand and NT$474 thousand, respectively. As of September 30, 2013 and 2012, the estimated percentages of forfeiture due to termination of employment over the remaining vesting period were both 3%.

MaxRise

Approved by the Board of Directors of MaxRise on January 12, 2007, April 18, 2007, November 16, 2007, December 21, 2007, August 14, 2008, April 15, 2009, May 5, 2010 and January 3, 2011, MaxRise was authorized to issue employee stock options for 1,160 thousand units, 230 thousand units, 110 thousand units, 1,350 thousand units, 780 thousand units, 225 thousand units, 863 thousand units and 2,007 thousand units, respectively. Each stock option may subscribe for one new share of common stock of MaxRise. The options are valid for six years and exercisable at certain percentages after the second anniversary from the grant date. For any subsequent changes in MaxRise’s capital surplus, the exercise price is adjusted accordingly.

  • 38 -

Information on employee share options was as follows:

Balance, beginning of period
Options cancelled
Balance, end of period
For the Nine Months Ended
September 30, 2012
Number of
Options
(In Thousands)
Weighted-
average
Exercise Price
(NT$)
3,034
$ 10.70
(3,034)
-

-
-

The weighted-average exercise prices of outstanding options had been adjusted to reflect the capital reduction making up for losses.

As of December 31, 2012, there was no outstanding option of MaxRise due to the merger of MaxRise and INFOMAX.

Options granted were priced using the Black-Scholes pricing model and the inputs to the model were as follows:


follows:
Grant-date share price (NT$) $1.55-$2.58
Exercise price (NT$) 10.00
Expected volatility 32.48%-34.84%
Expected life (years) 4.25 years
Expected dividend yield -
Risk-free interest rate 0.84%-0.96%

The compensation cost for the nine months ended September 30, 2012 was minor; thus, it was not recognized.

MPI

Approved by the Board of Directors of MPI on June 20, 2007 and May 1, 2012, MPI was authorized to issue employee stock options for 2,400 thousand units and 841 thousand units, respectively. Each stock option may subscribe for one new share of common stock of MPI. The options are valid for six years and exercisable at certain percentages after the second anniversary from the grant date. For any subsequent changes in MPI’s capital surplus, the exercise price is adjusted accordingly.

Information on employee share options was as follows:

Balance, beginning of period
Options granted
Options cancelled
Balance, end of period
For the Nine Months Ended September 30
2013
Number of
Options
(In Thousands)
Weighted-average
Exercise Price
(NT$)
915
$ 19.07
-
-

(208)
-

707
10.00
2012
Number of
Options
(In Thousands)
Weighted-average
Exercise Price
(NT$)
167
$ 67.30
841
10.00

(61)
-

947
19.02
  • 39 -

As of September 30, 2013, information about MPI’s outstanding and exercisable options was as follows:

Options Issued on or After January 1, 2004

Options Issued on or After January 1, 2004
Range of
Exercise
Price
(NT$)
$10.00
and Outstanding
Number
Outstanding
(Thousand)
Remaining
Contractual
Life (In Years)
Exercise Price
(NT$/Per
Share)

707
4.58
$10.00
Options Exercisable
Number
Exercisable
(Thousand)
Exercise Price
(NT$/Per
Share)

707
$10.00

Options granted were priced using the Black-Scholes pricing model and the inputs to the model were as follows:


follows:
Grant-date share price (NT$) $ 6.93
Exercise price (NT$) 10.00
Expected volatility 48.23%
Expected life (years) 4.25 years
Expected dividend yield -
Risk-free interest rate 1%

The compensation costs for the nine months ended September 30, 2013 and 2012 were minor; thus, they were not recognized.

For the nine months ended September 30, 2013 and 2012, the compensation cost recognized based on intrinsic value method was zero. No share options were granted during the three months ended September 30, 2013 and 2012. Refer to Note 27 to the consolidated financial statements as of March 31, 2013 for the information on granted share options.

Information on employee share options was as follows:

Information on employee share options was as follows:
September 30, September 30,
2013 2012
Consolidated net loss attributable to shareholders of the parent:
Net loss as reported $ (4,804,846) $ (3,663,165)
Pro forma net loss $ (4,804,846) $ (3,663,165)
Consolidated loss per share (LPS) - after income tax (NT$):
Basic and diluted LPS as reported $(1.37) $(1.04)
Pro forma basic and diluted LPS $(1.37) $(1.04)

28. OPERATING LEASE ARRANGEMENTS

a. The Group as lessee

Operating leases relate to leases of land, offices, employee dormitories and office equipment with lease terms between 1 and 50 years. The Group does not have a bargain purchase option to acquire the leased land, offices, employee dormitories and office equipment at the expiry of the lease periods.

As of September 30, 2013, December 31, 2012, September 30, 2012 and January 1, 2012, refundable deposits paid under operating leases amounted to NT$9,009 thousand, NT$8,523 thousand, NT$8,680 thousand and NT$8,781 thousand, respectively.

  • 40 -

The future minimum lease payments for non-cancellable operating lease commitments were as follows:

September 30,
2013
December 31,
2012
September 30,
2012

Not later than 1 year
$ 92,051
$ 89,938
$ 80,803

Later than 1 year and not later
than 5 years
157,750
159,256
172,186
Later than 5 years

187,974

189,339

193,694

$ 437,775
$ 438,533
$ 446,683
January 1,
2012
$ 86,259
218,819

204,156
$ 509,234

The lease payments recognized as expenses were as follows:

Minimum lease payment For the Three Months Ended
September 30
2013
2012
$ 25,644
$ 11,703
For the Three Months Ended
September 30
2013
2012
$ 25,644
$ 11,703
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2013
$ 25,644
2013
$ 81,609
2012
$ 60,057
  • b. The Group as lessor

Operating leases relate to the building owned by the Group with lease terms between 1 to 5 years. All operating lease contracts contain market review clauses in the event that the lessee exercises its option to renew. The lessee does not have a bargain purchase option to acquire the property at the expiry of the lease period.

As of September 30, 2013, December 31, 2012, September 30, 2012 and January 1, 2012, deposits received under operating leases amounted to NT$339 thousand, NT$326 thousand, NT$139 thousand and NT$144 thousand, respectively.

The future minimum lease revenue from non-cancellable operating leases was as follows:

September 30, September 30, December 31, December 31, September 30, September 30, January 1, January 1,
2013 2012 2012 2012
Not later than 1 year $
4,046
$
3,728
$
3,921
$
2,881
Later than 1 year and not later
than 5 years 9,176 11,599 12,691 13,987
Later than 5 years - - -
919
$ 13,222 $ 15,327 $ 16,612
$ 17,787

29. CAPITAL MANAGEMENT

Management followed the same objectives, policies and process for managing capital, and capital structures of consolidated financial statements in these consolidated financial statements as were applied in the preparation of the consolidated financial statements for the three months ended March 31, 2013. Refer to Note 29 to the consolidated financial statements as of March 31, 2013 for details.

  • 41 -

30. FINANCIAL INSTRUMENTS

  • a. Fair value of financial instruments

  • 1) Fair value of financial instruments not carried at fair value

The management considers that the carrying amounts of financial assets and financial liabilities recognized in the consolidated financial statements approximate their fair values or their fair values cannot be reliably measured.

  • 2) Fair value measurements recognized in the consolidated balance sheets

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable:

  • a) Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities;

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

  • c) Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).

September 30, 2013
Available-for-sale financial
assets - non-current
Securities listed in ROC
Equity securities
December 31, 2012
Financial assets at FVTPL -
current

Available-for-sale financial
assets - non-current
Securities listed in ROC
Equity securities

September 30, 2012
Financial assets at FVTPL -
current

Available-for-sale financial
assets - non-current
Securities listed in ROC
Equity securities
Level 1
$ 826,280
Level 1
$ -

$ 888,685

Level 1
$ -

$ 932,684
Level 2
$ -
Level 2
$ 6,199

$ -

Level 2
$ 10,728

$ -
Level 3
$ -
Level 3
$ -

$ -

Level 3
$ -

$ -
Total
$ 826,280
Total
$ 6,199
$ 888,685
Total
$ 10,728
$ 932,684
  • 42 -

January 1, 2012

Financial assets at FVTPL -
non-current

Available-for-sale financial
assets - non-current
Securities listed in ROC
Equity securities
Level 1
$ 39,357

$ 879,392
Level 2
$ -

$ -
Level 3
$ -

$ -
Total
$ 39,357
$ 879,392

There were no transfers between Level 1 and Level 2 in the current and prior periods.

  • 3) Valuation techniques and assumptions applied for the purpose of measuring fair value

The fair values of financial assets and financial liabilities were determined as follows:

  • a) The fair values of financial assets and financial liabilities with standard terms and conditions and traded in active liquid markets are determined with reference to quoted market prices;

  • b) The fair values of derivative instruments were calculated using quoted prices. Where such prices were not available, a discounted cash flow analysis was performed using the applicable yield curve for the duration of the instruments for non-optional derivatives. The estimates and assumptions used by the Group were consistent with those that market participants would use in setting a price for the financial instrument.

  • b. Categories of financial instruments

September 30, December December 31, September September 30, January 1,
2013 2012 2012 2012
Financial assets
Fair value through profit or loss
(FVTPL)
Held for trading $ - $ 6,199 $ 10,728 $
-
Designated as at FVTPL - - - 39,357
Loans and receivables (i) 17,632,845 22,776,325 24,311,801 23,869,549
Available-for-sale financial
assets (ii) 908,978 986,547 1,037,185 1,033,883
Financial liabilities
Amortized cost (iii) 25,044,800 26,106,999 27,524,849 24,696,300
  • i) The balances included loans and receivables measured at amortized cost, which comprise cash and cash equivalents, notes receivable and trade receivables (including receivables from related parties), other receivables, and other financial assets (including current and non-current assets).

  • ii) The balances included the carrying amount of available-for-sale financial assets measured at cost.

  • iii) The balances included financial liabilities measured at amortized cost, which comprise short-term loans, notes payable and trade payables (including payables to related parties), other payables, payable for purchase of equipment, and long-term loans (including current portion).

  • 43 -

  • c. Financial risk management objectives and policies

The Group manages its exposure to risks relating to the operations through market risk, credit risk, and liquidity risk with the objective to reduce the potentially adverse effects the market uncertainties may have on its financial performance.

The plans for material treasury activities are reviewed by management in accordance with procedures required by relevant regulations or internal controls. During the implementation of such plans, the Group must comply with certain treasury procedures that provide guiding principles for overall financial risk management.

1) Market risk

The Group's activities exposed it primarily to the financial risks of changes in foreign currency exchange rates (see (a) below), interest rates (see (b) below), and other price risk (see (c) below).

a) Foreign currency risk

Several subsidiaries of the Company had foreign currency sales and purchases, which exposed the Group to foreign currency risk. Exchange rate exposures were managed within approved policy parameters utilizing forward foreign exchange contracts.

Sensitivity analysis

The Group was mainly exposed to the USD and JPY.

Sensitivity analysis of rate is for the transactions in currencies other than the entity’s functional currency (foreign currencies) which are recognized at the rates of exchange prevailing at the dates of the transactions.

The following table details the Group’s sensitivity to a 3% and 10% increase in New Taiwan dollars (the functional currency) against the relevant foreign currencies, respectively. The sensitivity rates used are 3% and 10% when reporting foreign currency risk internally to key management personnel.


management personnel.
Pre-tax loss Currency USD Impact
For the Nine Months
Ended September 30
2013
2012
$ 38,768
$ 38,536
Currency JPY Impact
For the Nine Months
Ended September 30
2013
2012
$ 22,274
$ 139,320

b) Interest rate risk

The Group was exposed to interest rate risk because entities in the Group borrowed funds at both fixed and floating interest rates. The risk is managed by the Group by maintaining an appropriate mix of fixed and floating rate borrowings.

  • 44 -

The carrying amounts of the Group's financial assets and financial liabilities with exposure to interest rates at the end of the reporting period were as follows.

September 30, December 31, September 30, January 1,
2013 2012 2012 2012
Fair value interest rate risk
Financial assets $ 11,060,500 $ 17,835,488 $ 17,784,388 $ 16,001,937
Financial liabilities 1,263,883 88,406 280,031 -
Cash flow interest rate risk
Financial assets 1,892,151 1,471,846 1,728,294 3,911,479
Financial liabilities 18,832,993 21,033,615 22,381,711
19,406,820
Sensitive analysis

Sensitivity analysis of interest is calculated based on the financial liabilities exposed to cash flow interest rate risk at the end of each reporting period.

If interest rates had been 50 basis points higher/lower, the Group’s pre-tax loss for the nine months ended September 30, 2013 and 2012 would increase/decrease by NT$74,750 thousand and NT$78,353 thousand, respectively.

  • c) Other price risk

The Group was exposed to equity price risk through its investments in listed equity securities. Equity investments are held for strategic rather than trading purposes. The Group does not actively trade these investments.

Sensitive analysis

Sensitivity analysis of equity price is calculated based on the fair values of available-for-sale investments at the end of each reporting period.

If equity prices had been 10% higher/lower, equity for the nine months ended September 30, 2013 and 2012 would have increased/decreased by NT$82,628 thousand and NT$93,268 thousand, respectively, as a result of the changes in fair value of available-for-sale investments.

2) Credit risk

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group’s exposure to credit risk mainly arises from trade receivables - operating, bank deposits, and other financial instruments. Credit risk is managed separately for business related and financial related exposures.

Business related credit risk

In order to maintain the credit quality of trade receivables, the Group has established procedures to monitor and limit exposure to credit risk on trade receivables.

Credit evaluation is performed in the consideration of the relevant factors which may affects the customer’s paying ability such as financial condition, external and internal credit scoring, historical experience, and economic conditions. The Group holds some of the credit enhancements such as prepayments and collateral to mitigate its credit risks.

  • 45 -

Trade receivables consisted of a large number of customers, spread across diverse industries and geographical areas. Ongoing credit evaluation is performed on the financial condition of trade receivables and, where appropriate, credit guarantee insurance cover is purchased.

As of September 30, 2013, December 31, 2012, September 30, 2012 and January 1, 2012, the Group’s ten largest customers accounted for 57%, 47%, 56% and 50% of total trade receivables (including receivables from related parties), respectively. The Group believed the concentration of credit risk was relatively insignificant for the remaining trade receivables.

Financial credit risk

The Group’s exposure to financial credit risk which pertained to bank deposits and other financial instruments were evaluated and monitored by Corporate Treasury function. The Group only deals with creditworthy counterparties and banks so that no significant credit risk was identified.

  • 3) Liquidity risk

The objective of liquidity risk management is to ensure the Group has sufficient liquidity to fund its business requirements of cash and cash equivalents and the unused of financing facilities associated with existing operations.

The Group relies on bank borrowings as a significant source of liquidity. As of September 30, 2013, December 31, 2012, September 30, 2012 and January 1, 2012, the Group had available unutilized overdraft and short-term bank loan facilities of approximately NT$5,487,381 thousand, NT$6,856,768 thousand, NT$7,424,934 thousand and NT$10,099,344 thousand, respectively.

Liquidity and interest rate risk tables

The following table details the Group's remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The tables had been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Group can be required to pay. The tables included both interest and principal cash flows.

Specifically, bank loans with a repayment on demand clause were included in the earliest time band regardless of the probability of the banks choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed repayment dates.

To the extent that interest flows are floating rate, the undiscounted amount was derived from the expected borrowing interest rate at the end of the reporting period.

September 30, 2013

September 30, 2013
On Demand or
Less than
1 Year
Non-derivative financial liabilities
Non-interest bearing
$ 4,947,924

Variable interest rate liabilities
6,311,712
Fixed interest rate liabilities

1,037,444

$ 12,297,080
1-3 Years
$ -

13,231,117

-

$ 13,231,117
3-5 Years
$ -

-

-

$ -
5+ Years
$ -

-

-

$ -
Total
$ 4,947,924
19,542,829

1,037,444
$ 25,528,197
  • 46 -

December 31, 2012

On Demand or
Less than
1 Year
Non-derivative financial liabilities
Non-interest bearing
$ 4,984,978

Variable interest rate liabilities
5,559,431
Fixed interest rate liabilities

88,767

$ 10,633,176

September 30, 2012
On Demand or
Less than
1 Year
Non-derivative financial liabilities
Non-interest bearing
$ 4,860,107

Variable interest rate liabilities
6,280,024
Fixed interest rate liabilities

283,303

$ 11,423,434

January 1, 2012
On Demand or
Less than
1 Year
Non-derivative financial liabilities
Non-interest bearing
$ 5,289,480

Variable interest rate liabilities
1,815,677
Fixed interest rate liabilities

1,804,025

$ 8,909,182
1-3 Years
$ -

16,174,602

-

$ 16,174,602

1-3 Years
$ -

9,131,261

-

$ 9,131,261

1-3 Years
$ -

8,308,774

-

$ 8,308,774
3-5 Years
$ -

22,886

-

$ 22,886

3-5 Years
$ -

7,758,567

-

$ 7,758,567

3-5 Years
$ -

8,358,820

-

$ 8,358,820
5+ Years
$ -

-

-

$ -

5+ Years
$ -

-

-

$ -

5+ Years
$ -

-

-

$ -
Total
$ 4,984,978
21,756,919

88,767
$ 26,830,664
Total
$ 4,860,107
23,169,852

283,303
$ 28,313,262
Total
$ 5,289,480
18,483,271

1,804,025
$ 25,576,776

31. TRANSACTIONS WITH RELATED PARTIES

Balances and transactions between the Company and its subsidiaries, which are related parties of the Company, had been eliminated on consolidation and are not disclosed in this note. Details of transactions between the Group and other related parties are disclosed below.

a. Trading transactions

Sales of Goods
Key management personnel
Others
Purchases of Goods
Key management personnel
For the Three Months Ended
September 30
2013
2012
$ 2,296,760
$ 2,725,056
239
356
$ 2,296,999
$ 2,725,412
$ 451,027
$ 115,684
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
2013
$ 2,296,760
239
$ 2,296,999
$ 451,027
2013
$ 4,239,534
1,531
$ 4,241,065
$ 1,020,621
2012
$ 5,554,643
1,334
$ 5,555,977
$ 137,778
  • 47 -

Sales prices to related parties were not comparable to those with external customers as the Company was the sole provider for them. The sales terms to the related parties were between 30 to 60 days after monthly closing, similar to those with external customers.

Materials purchased from related parties were for manufacturing process. The payment term was 30 days after monthly closing, similar to those with external vendors.

Manufacturing Expense
The Group is its major
management authority
Operating Expense
The Group is its major
management authority
Key management personnel
Others
Joint Development Revenue
The Group is its major
management authority
For the Three Months Ended
September 30
2013
2012
$ 122,603
$ 110,525
$ 228
$ 255
-
-
6,250
6,292
$ 6,478
$ 6,547
$ -
$ -
For the Three Months Ended
September 30
2013
2012
$ 122,603
$ 110,525
$ 228
$ 255
-
-
6,250
6,292
$ 6,478
$ 6,547
$ -
$ -
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30


2013
$ 122,603

$ 228

-
6,250
$ 6,478
$ -


2013
$ 342,093

$ 1,038

2,581
18,750
$ 22,369
$ -
2012
$ 296,638
$ 640
-
18,792
$ 19,432
$ 5,769

The subcontract processing charges of related parties were comparable to those with other vendors. The payment term was 75 days after monthly closing.

The following balances of trade receivables from related parties were outstanding at the end of the reporting period:

The following balances of trade receivables from related parties were outstanding at
reporting period:
the end of th
September 30,
2013
December 31,
2012
September 30,
2012
Key management personnel
$ 1,184,674
$ 427,401
$ 1,378,385
Others
170
52
39
$ 1,184,844
$ 427,453
$ 1,378,424
January 1,
2012
$ 918,063
-
$ 918,063

The following balances of trade payables to related parties were outstanding at the end of the reporting period:

September 30,
2013
December 31,
2012
September 30,
2012
Key management personnel
$ 54,259
$ -
$ 66,259

The Group is its major
management authority
112,532
118,455
106,358
Others

15,535

17,550

-

$ 182,326
$ 136,005
$ 172,617
January 1,
2012
$ -
82,244

-
$ 82,244
  • 48 -

The outstanding of trade payables from related parties are unsecured and will be settled in cash. No guarantees had been given or received for trade receivables to related parties. No expense had been recognized for the nine months ended September 30, 2013 and 2012 for allowance for impairment of trade receivables in respect of the amounts owed by related parties.

  • b. Compensation of key management personnel

The remuneration of directors and other members of key management personnel for the nine months ended September 30, 2013 and 2012 was as follows:

Short-term benefits
Post-employment benefits
For the Three Months Ended
September 30
2013
2012
$ 28,624
$ 28,223

29,599

27,797
$ 58,223
$ 56,020
For the Three Months Ended
September 30
2013
2012
$ 28,624
$ 28,223

29,599

27,797
$ 58,223
$ 56,020
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30
For the Nine Months Ended
September 30


2013
$ 28,624


29,599

$ 58,223


2013
$ 106,809


90,402

$ 197,211
2012
$ 108,786

83,443
$ 192,229

The remuneration of directors and key executives was determined by the remuneration committee having regard to the performance of individuals and market trends.

32. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

The following assets were provided as collateral for bank borrowings, the tariff of imported raw materials guarantees or the deposit for hiring foreign workers:

September 30,
2013
Pledge deposits (classified as other
financial assets - current)
$ -

Property, plant and equipment, net
15,947,220
Pledge deposits (classified as other
financial assets - non-current)

170,077

$ 16,117,297
December 31,
2012
September 30,
2012
$ 41,106
$ 41,514

18,773,742
18,662,169

170,176

168,248

$ 18,985,024
$ 18,871,931
January 1,
2012
$ -
13,119,861

187,182
$ 13,307,043

33. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

In addition to those disclosed in other notes, significant commitments and contingencies of the Group as of September 30, 2013 were as follows:

  • a. As of September 30, 2013, December 31, 2012, September 30, 2012 and January 1, 2012, unused letters of credit amounted to approximately NT$2,166 thousand, NT$15,930 thousand, NT$20,808 thousand and NT$50,489 thousand, respectively.

  • 49 -

  • b. Unrecognized commitments are as follows:

September 30,
2013
December 31,
2012
September 30,
2012
Acquisition of property, plant
and equipment
$ 2,007,953
$ 812,424
$ 979,098
January 1,
2012
$ 716,395
  • c. The Company entered into the Phase-change memory technology agreement with IBM Company in January 2010, and the term of the agreement is from January 2010 to January 2013. Under the agreement, both parties have to share in the related expenditures of the technology development, and the Group has completed the payment in January, 2013. The Company entered into another Phase-change memory technology agreement with IBM Company in January 2013. The term of the agreement is from January 2013 to January 2016. As of September 30, 2013, the Group has paid US$2,100 thousand.

  • d. The Company entered into the Patents Cross-License Agreement with J Company in December 2009, and the term of the agreement is from December 2009 to December 2015. Under the agreement, the Company has completed the payment.

  • e. In August 2013, Spansion Inc. (“Spansion”) filed a lawsuit against the Company with both the U.S. International Trade Commission (“ITC”) and the U.S. District Court in California concurrently, alleging that the Company infringed its patents. To protect the Company’s interests, the Company not only hired a U.S. attorney to respond to the charges but also filed a lawsuit against Spansion for the infringement of the Company’s seven patents. The Company evaluated that Spansion’s lawsuit would have limited impact on the Company’s financial statements since there were various points of argument that could be taken into account.

34. EXCHANGE RATE OF FINANCIAL ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The significant financial assets and liabilities denominated in foreign currencies were as follows:

September 30, 2013
Exchange Financial Financial
Rate Assets Liabilities
Monetary items
JPY 0.30 $
4,937,437
$
4,194,977
USD 29.57 115,531 71,829
December 31, 2012
Exchange Financial Financial
Rate Assets Liabilities
Monetary items
JPY 0.34 $
2,452,014
$
861,058
USD 29.04 89,627 50,585
  • 50 -

September 30, 2012

September 30, 2012
Exchange Financial Financial
Rate Assets Liabilities
Monetary items
JPY 0.38 $
4,879,259
$
1,212,946
USD 29.30 94,137 50,296
January 1, 2012
Exchange Financial Financial
Rate Assets Liabilities
Monetary items
JPY 0.39 $
6,450,652
$
3,733,623
USD 30.28 94,522 58,094

35. SEPARATELY DISCLOSED ITEMS

Information on significant transactions and information on investees:

  • a. Lending funds to others: None

  • b. Providing endorsements or guarantees for others: None

  • c. Holding of securities at the end of the period: Table 1 (attached)

  • d. Aggregate purchases or sales of the same securities reaching NT$100 million or 20 percent of paid-in capital or more: Table 2 (attached)

  • e. Acquisition of real estate reaching NT$100 million or 20 percent of paid-in capital or more: None

  • f. Disposal of real estate reaching NT$100 million or 20 percent of paid-in capital or more: None

  • g. Purchases or sales of goods from or to related parties reaching NT$100 million or 20 percent of paid-in capital or more: Table 3 (attached)

  • h. Trade receivables from related parties reaching NT$100 million or 20 percent of paid-in capital or more: Table 4 (attached)

  • i. Information on investees: Table 5 (attached)

  • j. Trading in derivative instruments: None

  • k. The business relationship between the parent and the subsidiaries and between each subsidiary, and the circumstances and amounts of any significant transactions between them: Table 6 (attached)

  • l. Information on investments in mainland China

  • 1) Information on any investee company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, shareholding ratio, investment gain or loss, carrying amount of the investment at the end of the period, repatriated investment gains, and limit on the amount of investment in the mainland China area: Table 7 (attached)

  • 51 -

  • 2) Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third area, and their prices, payment terms, and unrealized gains or losses: None

  • 3) Endorsements, guarantees or collateral directly or indirectly provided to the investees: None

  • 4) Financing directly or indirectly provided to the investees: None

  • 5) Other transactions that significantly impacted current period’s profit or loss or financial position: None

36. SEGMENT INFORMATION

Information reported to the chief operating decision maker for the purposes of resource allocation and assessment of segment performance focuses on the types of goods or services delivered or provided. Specifically, the Group's reportable segments were as follows:

Memory products and wafer fabrication

IC design

The reported segments above were separated by the nature of the operation. The accounting policies adopted by the segments have no significant differences from summary of significant accounting policies stated in Note 4.

  • a. Segment revenues and results

The following was an analysis of the Group's revenue and results from continuing operations by reportable segment.

Memory products and wafer
fabrication
IC design
Revenues from continuing
operations
Other income
Other gains and losses
Finance costs
Loss before tax (continuing
operations)
**Segment ** Re venue
For the Nine Months Ended
September 30
~~2013~~
~~2012~~
$ 16,287,448
$ 18,327,092

56,609

62,206
$ 16,344,057
$ 18,389,298
**Segment ** **Segment ** Loss Loss
For the Three Months Ended
September 30
~~2013~~
~~2012~~
$ 6,681,306
$ 7,343,808

26,953

19,106
$ 6,708,259
$ 7,362,914
For the Three Months Ended
September 30
~~2013~~
~~2012~~
$ (781,666 )
$ (1,015,139 )

(146,679)

(179,997)
(928,345 )
(1,195,136 )
77,190
102,100
28,090
5,350

(83,424)

(81,866)
$ (906,489)
$ (1,169,552)
For the Nine Months Ended
September 30


~~2013~~
$ 6,681,306


26,953

$ 6,708,259


~~2013~~
$ 16,287,448


56,609

$ 16,344,057



~~2013~~
$ (781,666 )


(146,679)

(928,345 )
77,190
28,090

(83,424)

$ (906,489)



~~2013~~
$ (4,394,102 )


(494,197)

(4,888,299 )
177,641
123,695

(256,676)

$ (4,843,639)
~~2012~~
$ (3,100,213 )

(541,288)
(3,641,501 )
230,663
(49,438 )

(214,062)
$ (3,674,338)

b. Segment total assets

Segment total assets
September 30,
2013
Memory products and wafer
fabrication
$ 55,209,827

IC design

1,492,914

Consolidated total assets
$ 56,702,741
December 31,
2012
September 30,
2012
$ 61,639,280
$ 64,515,790


691,408

867,598

$ 62,330,688
$ 65,383,388
January 1,
2012
$ 66,726,569

1,409,253
$ 68,135,822
  • 52 -

37. FIRST-TIME ADOPTION OF IFRSs

a. Basis of the preparation for financial information under IFRSs

The Group’s condensed consolidated financial statements for the nine months ended September 30, 2013 not only follows the significant accounting policies stated in Note 4 but also applies the requirements under IFRS 1 “First-time Adoption of IFRS” as the basis for the preparation.

Except for the following additional information on the impact on the transition to IFRSs, refer to Note 37 to the consolidated financial statements as of March 31, 2013 for the impact on the Group’s consolidated balance sheets and consolidated statements of comprehensive income after transition to IFRSs.

After transition to IFRSs, the effect on the Group’s consolidated balance sheets and consolidated statements of comprehensive income is stated as follows:

  • 1) Reconciliation of consolidated balance sheet as of September 30, 2012
ROC GAAP Amount
$ 19,303,525
10,728
3,194,061
1,378,424
189,568
7,033,697
371,674
41,514

557,689

32,080,880
932,684

104,501

1,037,185

31,208,311

354,782
280,734
134,070
168,248

105,384

688,436
$ 65,369,594
$ 283,031
1,908,152
172,617
60,181
2,335,146
444,192
Effect of Transit ion to IFRSs
Presentation
Difference
$ -
-
13,794
-
-
-
(371,674 )
-

523

(357,357)
-

-

-

280,734

(9,241)
(280,734 )
371,674
-

8,718

99,658
$ 13,794
$ -
-
-
-
-
-
IFRSs
Amount
Item
Note
Current assets
$ 19,303,525
Cash and cash equivalents
10,728
Financial assets at fair
value through profit or
loss - current
3,207,855
Notes receivable and trade
receivables, net
a)
1,378,424
Receivables from related
parties, net
189,568
Other receivables
7,033,697
Inventories
-
-
b)
41,514
Other financial assets -
current

558,212
Other current assets
c)

31,723,523
Total current assets
Long-term investments
932,684
Available-for-sale
financial assets -
non-current

104,501
Financial assets carried at
cost - non-current

1,037,185
Total non-current assets

31,489,045
Property, plant and
equipment
d)

345,541
Intangible assets
c), e)
Other assets
-
-
d)
505,744
Deferred income tax
assets
b)
168,248
Other financial assets -
non-current

114,102
Other non-current assets
c), e)

788,094
$ 65,383,388
Total
Current liabilities
$ 283,031
Short-term borrowings
1,908,152
Notes payable and trade
payables
172,617
Payables to related parties
60,181
Current tax liabilities
2,335,146
Other payables
444,192
Payable for purchase of
equipment
(Continued)










Recognition
and
Measurement
Difference
$ -

-
-
-
-
-
-
-

-


-

-

-


-


-


-

-
-
-

-


-

$ -

$ -

-
-
-
-
-
Item
Current assets
Cash and cash equivalents

Financial assets at fair
value through profit or
loss - current
Notes and accounts
receivable, net
Receivables from related
parties, net
Other receivables, net
Inventories
Deferred income tax
assets - current
Restricted assets - current
Other current assets

Total current assets

Long-term investments
Available-for-sale
financial assets -
non-current
Financial assets carried at
cost - non-current

Total long-term
investments

Net property, plant and
equipment

Net intangible assets

Other assets
Idle assets, net
Deferred income tax
assets - non-current
Restricted assets -
non-current
Other assets

Total other assets

Total

Current liabilities
Short-term bank loans

Notes and accounts
payable
Payables to related parties
Income tax payable
Accrued expenses
Payables for equipment










  • 53 -
ROC GAAP Amount
$ 5,940,718

201,109

11,345,146

16,440,993
431,559

1,847

433,406

28,219,545
35,213,693
347,918
2,695,275
(1,441,298 )
491,411
(89,905 )

(142,365)
37,074,729

75,320

37,150,049
$ 65,369,594
Effect of Transit ion to IFRSs
Presentation
Difference
$ -

13,794

13,794

-
-

-

-

13,794
-
-
-
-
-
-

-
-

-

-
$ 13,794
IFRSs
Amount
Item
Note
$ 5,940,718
Current portion of
long-term borrowings

285,649
Other current liabilities
a), g)

11,429,686
Total current liabilities

16,440,993
Total long-term liabilities
Other liabilities
688,257
Accrued pension cost
h)

1,847
Others

690,104
Total other liabilities

28,560,783
Total liabilities
35,213,693
Ordinary shares
343,868
Capital surplus
f)
2,695,275
Legal reserve
(1,751,681 )
Accumulated deficit
g), h), i)
491,411
Unrealized gain from
available-for-sale
financial assets
(89,922 )
Cumulative translation
adjustments
g)

(159,061)
Treasury stock
i)
36,743,583
Equity attributable to
owners of the company

79,022
Non-controlling interests
f), g), h)

36,822,605
Total equity
$ 65,383,388
Total










Recognition
and
Measurement
Difference
$ -


70,746


70,746


-

256,698

-


256,698


327,444

-
(4,050 )
-
(310,383 )
-
(17 )

(16,696)

(331,146 )

3,702


(327,444)

$ -
Item
Current portion of
long-term bank loans

Other current liabilities

Total current liabilities

Total long-term liabilities

Other liabilities
Accrued pension cost
Others

Total other liabilities

Total liabilities

Shareholders' equity
Capital stock
Capital surplus
Legal capital reserve
Accumulated deficit
Unrealized gains on
financial instruments
Cumulative translation
adjustments
Treasury stock

Total equity attributable to
shareholders of the
parent
Minority interests

Total shareholders' equity

Total










(Concluded)

  • 2) Reconciliation of consolidated statement of comprehensive income for the nine months ended September 30, 2012

September 30, 2012
Effect of Transition to IFRSs
Recognition
and
ROC GAAP Measurement Presentation IFRSs
Item Amount Difference Difference Amount Item Note
Net sales
$ 18,389,298 $ - $ - $ 18,389,298 Net operating revenue
Cost of sales

16,077,128

(1,071)
86,177
16,162,234
Operating costs g), h), j)
Gross profit

2,312,170

1,071
(86,177)
2,227,064
Gross profit
Operating expenses Operating expenses
Sales and marketing 893,390 (1,286 ) (23 ) 892,081 Sales and marketing g), h), j)
expenses
General and 1,266,105 2,061 535 1,268,701 General and g), h), j)
administrative administrative expenses
Research and

3,707,673

1,593
(1,483)
3,707,783
Research and g), h), j)
development development expenses
Total operating expenses

5,867,168

2,368
(971)
5,868,565
Total operating expenses
Loss from operations

(3,554,998)

(1,297)
(85,206)
(3,641,501)
Loss from operations
Non-operating income and Non-operating income and
gains gains
Interest income 123,358 - - 123,358 Interest income
Valuation gain on 10,728 - - 10,728 Valuation gain arising on
financial assets financial assets
classified as held for
trading
Others

110,112
- -
110,112
Others
Total non-operating

244,198
- -
244,198
Total non-operating
income and gains income and gains
Non-operating expenses and Non-operating expenses and
losses losses
Interest expense 214,062 - - 214,062 Interest expense
Loss on disposal of assets 85,206 - (
85,206 )
- - j)
Foreign exchange losses, 57,078 - - 57,078 Foreign exchange losses,
net net
Others

5,895
- -
5,895
Others
Total non-operating

362,241
- (85,206)
277,035
Total non-operating
expenses and losses expenses and losses
(Continued)
  • 54 -
ROC GAAP Amount
$ (3,673,041 )
48,642
$ (3,721,683)
Effect of Transiti on to IFRSs
Presentation
Difference
$ -
-
$ -
IFRSs
Amount
Item
Note
$ (3,674,338 )
Loss before income tax
48,642
Income tax expense
(3,722,980)
Consolidated net loss
(59,993 )
Exchange differences on
translating foreign
operations
59,316
Unrealized gain on
available-for-sale
financial assets
(677)
Other comprehensive
income for the period, net
of income tax
$ (3,723,657)
Total comprehensive loss for
the period
(Concluded)


Recognition
and
Measurement
Difference
$ -

-

$ (1,297)
Item
Loss before income tax

Income tax expense

Consolidated net loss





  • 3) Reconciliation of consolidated statement of comprehensive income for the three months ended September 30, 2012
ROC GAAP Amount
$ 7,362,914

6,471,621

891,293
322,607
448,880

1,313,337

2,084,824
(1,193,531)
40,449
392
6,747

80,102

127,690
81,866

19,848

101,714
(1,167,555 )

32,609
$ (1,200,164)
Effect of Transiti on to IFRSs
Presentation
Difference
$ -

(486)

486
(39 )
136

(3)

94

392
-
(392 )
-

-

(392)
-

-

-
-

-
$ -
IFRSs
Amount
Item
Note
$ 7,362,914
Net operating revenue

6,471,402
Operating costs
g), h), j)

891,512
Gross profit
Operating expenses
322,254
Sales and marketing
expenses
g), h), j)
450,491
General and
administrative expenses
g), h), j)

1,313,903
Research and
development expenses
g), h), j)

2,086,648
Total operating expenses
(1,195,136)
Loss from operations
Non-operating income and
gains
40,449
Interest income
-
-
j)
6,747
Valuation gain arising on
financial assets

80,102
Others

127,298
Total non-operating
income and gains
Non-operating expenses and
losses
81,866
Interest expense

19,848
Foreign exchange losses,
net

101,714
Total non-operating
expenses and losses
(1,169,552 )
Loss before income tax

32,609
Income tax expense
(1,202,161)
Consolidated net loss
(31,860 )
Exchange differences on
translating foreign
operations

3,972
Unrealized gain on
available-for-sale
financial assets

(27,888)
Other comprehensive
income for the period, net
of tax
$ (1,230,049)
Total comprehensive loss for
the period











Recognition
and
Measurement
Difference
$ -


267


(267)

(314 )
1,475

569


1,730


(1,997)

-
-
-

-


-

-

-


-

-

-

$ (1,997)
Item
Net sales

Cost of sales

Gross profit

Operating expenses
Sales and marketing
General and
administrative
Research and
development

Total operating expenses

Loss from operations

Non-operating income and
gains
Interest income
Gain on disposal of assets
Valuation gain on
financial assets
Others

Total non-operating
income and gains

Non-operating expenses and
losses
Interest expense
Foreign exchange losses,
net

Total non-operating
expenses and losses

Loss before income tax

Income tax expense

Consolidated net loss















  • 55 -

  • 4) Exemptions from IFRS 1

The exemptions adopted by the Group on January 1, 2012 were the same as those indicated in the consolidated financial statements as of March 31, 2013. Refer to the Note 37 to the consolidated financial statements as of March 31, 2013 for detail information.

  • 5) Explanations of significant reconciling items in the transition to IFRSs

Material differences between the accounting policies under ROC GAAP and the accounting policies adopted under IFRSs were as follows:

  • a) Allowance for sales returns and others

Under ROC GAAP, provisions for estimated sales returns and others are recognized as a reduction in revenue in the period the related revenue is recognized based on historical experience. Allowance for sales returns and others is recorded as a deduction in accounts receivable. Under IFRSs, the allowance for sales returns and others is a present obligation with uncertain timing and an amount that arises from past events; it is therefore reclassified as provisions (classified under current liabilities) accordingly.

As of September 30, 2012, the amounts reclassified from allowance for sales returns and others to provisions was NT$13,794 thousand.

  • b) Classifications of deferred income tax asset/liability and valuation allowance

Under ROC GAAP, valuation allowance is provided to the extent, if any, that it is more likely than not that deferred income tax assets will not be realized. Under IFRSs, deferred tax assets are only recognized to the extent that it is probable that there will be sufficient taxable profits and the valuation allowance account is no longer used.

In addition, under ROC GAAP, a deferred tax asset or liability is classified as current or non-current in accordance with the classification of its related asset or liability. However, if a deferred income tax asset or liability does not relate to an asset or liability in the financial statements, it is classified as either current or non-current based on the expected length of time before it is realized or settled. Under IFRSs, a deferred tax asset or liability is classified as non-current asset or liability.

As of September 30, 2012, the amount reclassified from deferred income tax assets - current to deferred income tax assets - non-current was NT$371,674 thousand.

  • c) Reclassification of burgage

Under ROC GAAP, held burgage is classified under intangible assets. Under IFRSs, burgage is reclassified as lease prepayments in accordance with IAS No 17, “Leases”.

As of September 30, 2012, the amounts reclassified to lease prepayments - current and lease prepayments - non-current were NT$523 thousand and NT$22,607 thousand, respectively.

  • d) Reclassification of idle assets

Under ROC GAAP, idle assets are classified under other assets. After the adoption of IFRSs, idle assets are reclassified under property, plant and equipment in accordance with IAS No 16, “Property, Plant and Equipment”.

As of September 30, 2012, the amount reclassified from idle assets to property, plant and equipment was NT$280,734 thousand.

  • 56 -

  • e) Reclassification of deferred assets

Under ROC GAAP, deferred assets are classified under other assets. Under IFRSs, deferred assets are reclassified under intangible assets.

As of September 30, 2012, the amount reclassified from deferred assets to intangible assets was NT$13,889 thousand.

f) Capital surplus of subsidiaries - employee stock options

Under ROC GAAP, employee stock options granted by a subsidiary are recognized by the parent company according to its ownership percentage as capital surplus - employee stock options under the equity attributable to shareholders of the parent in the consolidated financial statements. Under IFRSs, the equity not attributable, directly or indirectly, to a parent is non-controlling interest.

As of September 30, and January 1, 2012, the amounts reclassified to non-controlling interest were NT$4,050 thousand.

  • g) Employee benefits - short-term accumulating compensated absences

Short-term accumulating compensated absences are not specifically addressed under ROC GAAP and usually recognized as salary expense while distributed. Under IFRSs, accumulating compensated absences are recognized as salary expense when the employees render services that increase their entitlement to future compensated absences.

At the transition to IFRSs, the Company elected to recognize all the resulting accounting difference of compensated absences in retained earnings. As of September 30, 2012, other current liabilities increased by NT$70,746 thousand, non-controlling interests decreased by NT$579 thousand; cumulative translation adjustments decreased by NT$17 thousand. For the three months ended September 30, 2012, the cost of sales and operating expenses increased by NT$1,299 thousand and NT$2,575 thousand, respectively. For the nine months ended September 30, 2012, cost of sales and operating expenses increase by NT$2,027 thousand and NT$4,903 thousand, respectively.

h) Employee benefits - corridor approach

Under ROC GAAP, unrecognized net transition obligation from first-adoption of SFAS No. 18, “Accounting for Pensions”, should be amortized over the expected average remaining service lives of the employees who are still in service and expected to receive pension benefits using the straight-line method and recorded in net pension cost. Transition to IFRSs, the Company is not subject to the transition requirements of IAS 19 “Employee Benefits.” Thus, unrecognized net transition obligation should be recognized immediately to unappropriated earnings.

Under ROC GAAP, actuarial gains and losses are accounted for under the corridor approach which resulted in the deferral of gains and losses. When using the corridor approach, actuarial gains and losses should be amortized over the expected average remaining working lives of the participating employees and be recognized directly to retained earnings. At the transition to IFRSs, the Company decided to adopt the corridor approach continuously in accordance with IAS No. 19, “Employee Benefits,” and as its accounting policy.

At the transition date, the Company performed actuarial valuation under IAS No. 19, “Employee Benefits,” and recognized the valuation difference directly to retained earnings under the requirement of IFRS 1, “First-time Adoption of International Financial Reporting Standards.” As of September 30, 2012, accrued pension cost was adjusted for an increase of

  • 57 -

NT$256,698 thousand and non-controlling interest adjusted for an increase of NT$231 thousand. Pension cost for the three months ended September 30, 2012 was adjusted for a decrease in cost of sales of NT$1,032 thousand and a decrease in operating expenses of NT$845 thousand. Pension cost for the nine months ended September 30, 2012 was also adjusted for a decrease in cost of sales of NT$3,098 thousand and a decrease in operating expenses of NT$2,535 thousand.

  • i) Treasury stock transactions

Under ROC GAAP, the Company’s stocks held by subsidiaries were accounted for as treasury stock. For its first-time adoption of SFAS No. 30, ”Accounting for Treasury Stocks,” the recorded cost of the stock is based on its carrying amount as of January 1, 2002, which may not equal to its acquisition cost.

At the transition to IFRSs, treasury stock is stated at cost and shown as a deduction in shareholders’ equity. The Company is not subject to the transition requirement; thus, the amounts of the related accounts in the statements of changes in shareholders’ equity should be adjusted retrospectively.

As of September 30, 2012, the book value of treasury stock increased by NT$16,696 thousand.

  • j) The reclassification of line items in the consolidated statement of comprehensive loss

Under IFRSs, based on the nature of operating transactions, the Group reclassified net gain on disposal of property, plant and equipment of NT$392 thousand for the three months ended September 30, 2012 as a decrease in cost of sales of NT$486 thousand and an increase in operating expenses of NT$94 thousand. For the nine months ended September 30, 2012, the Group also reclassified net loss on disposal of property, plant and equipment of NT$85,206 thousand as an increase in cost of sales of NT$86,177 thousand and a decrease in operating expenses of NT$971 thousand.

  • 58 -

TABLE 1

MACRONIX INTERNATIONAL CO., LTD. AND SUBSIDIARY

MARKETABLE SECURITIES HELD SEPTEMBER 30, 2013

(In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Holding Company Marketable Securities Type and Name Relationship with the Company Financial Statement Account September 30, 2013 September 30, 2013 Note
Shares/Units
(In Thousands)
Carrying Value
(Note 5)
Percentage of
Ownership
Market Value or
Net Asset Value
(Note 5)
The Company
Macronix (BVI) Co., Ltd.
Stock
Macronix America Inc.
Macronix (BVI) Co., Ltd.
Hui Ying Investment, Ltd.
Run Hong Investment, Ltd.
Infomax Communication Co., Ltd.
MoDioTek Co., Ltd.
Magic Pixel Inc.
Mxtran Inc.
Ardentec Corporation
United Industrial Gases Co., Ltd.
Zowie Technology Co., Ltd.
Aetas Technology Inc.
Honbond Venture Capital Co., Ltd.
Stock
New Trend Technology Inc.
Macronix Europe NV.
Macronix Pte Ltd.
Macronix (Hong Kong) Co., Ltd.
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
The Company serves as member of
its board of directors
None
None
None
The Company serves as member of
its board of directors
Indirect subsidiary
Indirect subsidiary
Indirect subsidiary
Indirect subsidiary
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
Available-for-sale financial assets -
non-current
Financial assets measured at cost -
non-current
Financial assets measured at cost -
non-current
Financial assets measured at cost -
non-current
Financial assets measured at cost -
non-current
Investments accounted for using
equity method
Investments accounted for using
equity method
Investments accounted for using
equity method
Investments accounted for using
equitymethod
100,000
223,300,000
-
-
150,271,240
43,023,160
30,651,523
60,627,800
34,896,736
6,671,877
105,981
145,850
4,972,500
25,850,000
999
174,000
89,700,000
$ 251,599

1,445,354

26,386

48,080

994,857

81,211

72,857

156,099

652,569

58,500

-

-

24,198

297,132

89,609

15,419

586,617
100.00
100.00
100.00
100.00
97.25
74.18
78.27
89.16
7.48
3.06
0.32
0.29
15.00
100.00
100.00
100.00
100.00
$ 251,563
1,445,354
54,462
48,080
998,911
81,211
72,857
156,518
652,569
126,428
187
(173)
22,278
664,538
89,609
15,419
586,617
Note 1
Note 1
Notes 1 and 3
Note 1
Note 1
Note 1
Note 1
Note 1
Note 2
Note 4
Note 4
Note 4
Note 4
Note 1
Note 1
Note 1
Note 1

(Continued)

  • 59 -
Holding Company Marketable Securities Type and Name Relationship with the Company Financial Statement Account September 30, 2013 September 30, 2013 Note
Shares/Units
(In Thousands)
Carrying Value
(Note 5)
Percentage of
Ownership
Market Value or
Net Asset Value
(Note 5)
Macronix (BVI) Co., Ltd.
Macronix (Hong Kong) Co., Ltd.
Hui Ying Investment, Ltd.
Run Hong Investment, Ltd.
Infomax Communication Co.,
Ltd.
Infomax Holding Co., Ltd.
Infomax Holding Company
Limited
MoDioTek Co., Ltd.
Macronix (Asia) Limited
Chipbond Technology Corporation
Key ASIC Bhd
Tower Semiconductor Ltd.
Global Strategic Investment Fund
Stock
Macronix Microelectronics (Suzhou) Co., Ltd.
Stock
MoDioTek Co., Ltd.
Macronix International Co., Ltd.
Raio Technology Co., Ltd.
Stock
Infomax Communication Co., Ltd.
MoDioTek Co., Ltd.
Magic Pixel Inc.
Mxtran Inc.
Stock
Infomax Holding Co., Ltd.
Stock
Infomax Holding Company Limited
Stock
Infomax Communication (Suzhou) Co., Ltd.
Stock
Mosatek Co., Ltd.
Indirect subsidiary
None
None
None
None
Indirect subsidiary
Subsidiary
The Company
None
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Indirect subsidiary
Indirect subsidiary
Indirect subsidiary
Indirect subsidiary
Investments accounted for using
equity method
Available-for-sale financial assets -
non-current
Available-for-sale financial assets -
non-current
Available-for-sale financial assets -
non-current
Financial assets measured at cost -
non-current
Investments accounted for using
equity method
Investments accounted for using
equity method
Available-for-sale financial assets -
non-current
Financial assets measured at cost -
non-current
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
equitymethod
800,000
1,088,319
26,924,500
584,893
680,000
-
2,894,200
3,899,382
797,244
2,742,506
2,894,200
1,895,440
3,393,200
7,220,000
22,962,500
-
3,390,000
$ 49,166

66,279

23,204

84,228

-

312,272

5,463

28,076

-

18,107

5,463

4,505

8,736

7,124

6,559

5,588

4,401
100.00
0.18
3.34
1.22
2.52
100.00
4.99
0.11
10.73
1.77
4.99
4.84
4.99
100.00
100.00
100.00
100.00
$ 49,166
66,279
23,204
84,228
13,631
312,272
5,463
28,076
18,073
18,181
5,463
4,505
8,760
7,124
6,559
5,588
4,401
Note 1
Note 2
Note 2
Note 2
Note 4
Note 1
Note 1
Note 2
Note 4
Note 1
Note 1
Note 1
Note 1
Note 1
Note 1
Note 1
Note 1

(Continued)

  • 60 -
Holding Company Marketable Securities Type and Name Relationship with the Company Financial Statement Account September 30, 2013 September 30, 2013 Note
Shares/Units
(In Thousands)
Carrying Value
(Note 5)
Percentage of
Ownership
Market Value or
Net Asset Value
(Note 5)
Mosatek Co., Ltd.
Mosatek (H.K) Company
Limited
Magic Pixel Inc.
Magic Pixel Inc.
Magic Pixel Holding Company
Limited
Mxtran Inc.
Mxtran Holding (Samoa) Co.,
Ltd.
Mxtran (H.K.) Holding Co.,
Limited
Stock
Mosatek (H.K) Company Limited
Stock
Modiotek (Suzhou) Co., Ltd.
Stock
Magic Pixel Inc.
Stock
Magic Pixel Holding Company Limited
Stock
Magic Pixel (Shen Zhen) Co., Ltd.
Stock
Mxtran Holding (Samoa) Co., Ltd.
Stock
Mxtran (H.K.) Holding Co., Limited
Maxtran Technology Co., Ltd.
Indirect subsidiary
Indirect subsidiary
Indirect subsidiary
Indirect subsidiary
Indirect subsidiary
Indirect subsidiary
Indirect subsidiary
Indirect subsidiary
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
equitymethod
12,905,100
-
2,450,000
14,820,000
-
920,000
6,152,000
-
$ 4,006

3,790

7,609

6,869

6,610

9,473

9,179

8,748
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
$ 4,006
3,790
7,609
6,869
6,610
9,473
9,179
8,748
Note 1
Note 1
Note 1
Note 1
Note 1
Note 1
Note 1
Note 1

Note 1: Recognized based on the unreviewed financial statements for the same period as the Company.

Note 2: The market value was based on the closing price as of September 30, 2013.

Note 3: The book value excluded $28,076 thousand, held by a subsidiary.

Note 4: The calculation is based upon the most recent financial statements available to the Company.

Note 5: The foreign currency amount is converted into New Taiwan dollars based on the exchange rate at September 30, 2013.

(Concluded)

  • 61 -

TABLE 2

MACRONIX INTERNATIONAL CO., LTD. AND SUBSIDIARY

MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2013

(In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Company Name Marketable Securities
Type and Name
Financial Statement
Account
Counter-party Nature of
Relationship
Beginning Balance Beginning Balance **Acquisition ** **Acquisition ** **Disposal ** **Disposal ** Ending Balance Ending Balance
Shares/Units
(In Thousands)
Amount Shares/Units
(In Thousands)
Amount Shares/Units
(In Thousands)
Amount Carrying Value
Gain/Loss on
**Disposal **
Shares/Units
**(In Thousands) **
Amount (Note)
The Company Stock
Infomax Communication Co.,
Ltd.
Investments accounted for
using equity method
Infomax
Communication
Co.,Ltd.
Subsidiary 50,322,240 $ 221,645
99,949,000
$ 999,490
-
$ - $ - $ - 150,271,240 $ 994,857

Note: The ending balance of securities.

  • 62 -

TABLE 3

MACRONIX INTERNATIONAL CO., LTD. AND SUBSIDIARY

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2013

(In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Company Name Related Party Nature of Relationship Transaction Transaction Transaction Details Non-arm’s Length
Transaction
Non-arm’s Length
Transaction
Notes/Accounts Payable or
Receivable
Notes/Accounts Payable or
Receivable
Note
Purchase/
Sale

Amount
% to
Total
Payment Terms Unit Price Payment
Term
Ending Balance % to
Total
The Company
Macronix (Hong Kong)
Co., Ltd.
Macronix America Inc.
MegaChips Corporation
Macronix (Hong Kong) Co., Ltd.
Macronix America Inc.
MegaChips Corporation
The Company
The Company
Its subsidiary, Shun Ying Investment,
is represented in MXIC’s board of
directors
Indirect subsidiary
Subsidiary
Its subsidiary, Shun Ying Investment,
is represented in MXIC’s board of
directors
Indirect subsidiary
Subsidiary

Sales
Sales
Sales

Purchase
Purchase
Purchase
$ 4,239,534
2,030,078
410,368

1,020,621
US$ 68,427,587
US$ 13,813,856
26%
12%
3%
20%
100%
100%
30 days after monthly closing
45 days after monthly closing
Net 60 days
30 days after monthly closing
45 days after monthly closing
Net 60 days
Note 31
Note 35
Note 35
Note 31
No material
difference
No material
difference
Note 31
Note 35
Note 35
Note 31

No material
difference

No material
difference
$ 1,184,674
409,656
71,900
54,259

US$ 13,851,900

US$ 2,428,441
27%
9%
2%
2%
100%
100%
-
-
-
-
-
-
  • 63 -

TABLE 4

MACRONIX INTERNATIONAL CO., LTD. AND SUBSIDIARY

RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL SEPTEMBER 30, 2013

(In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Company Name Related Party Nature of Relationship Ending Balance Turnover Rate Overdue Overdue Amounts Received in
Subsequent Period
Allowance for
Doubtful Accounts
Amounts Action Taken
The Company MegaChips Corporation
Macronix(HongKong)Co.,Ltd.
Its subsidiary, Shun Ying Investment,
is represented in MXIC’s board of
directors
Indirect subsidiary
$ 1,184,674
409,656
7.01 times
7.14 times
$ -
-
-
-
JPY 3,006,805 thousand
US$ 8,114 thousand
$ -
-
  • 64 -

TABLE 5

MACRONIX INTERNATIONAL CO., LTD. AND SUBSIDIARY

NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2013

(In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Investor Company Investee Company Location Main Businesses and Products Original Inves tment Amount Balance a s of September 30, 2013 s of September 30, 2013 Net Income (Loss)
of the Investee
(Note 3)
Investment
Income (Loss)
Recognized
Note
September 30,
2013
(Note 1)
December 31,
2012
(Note 1)
Shares Percentage of
Ownership
Carrying Amount
(Note 2)
The Company
Macronix (BVI) Co., Ltd.
Macronix (Hong Kong) Co., Ltd.
Hui Ying Investment, Ltd.
Run Hong Investment, Ltd.
Infomax Communication Co., Ltd.
Infomax Holding Co., Ltd.
Infomax Holding Company Limited
MoDioTek Co., Ltd.
Mosatek Co., Ltd.
Mosatek (H.K.) Company Limited
Magic Pixel Inc.
Magic Pixel Inc.
Magic Pixel Holding Company
Limited
Mxtran Inc.
Mxtran Holding (Samoa) Co., Ltd.
Mxtran(H.K.)HoldingCo.,Limited
Macronix America Inc.
Macronix (BVI) Co., Ltd.
Hui Ying Investment, Ltd.
Run Hong Investment, Ltd.
Infomax Communication Co., Ltd.
MoDioTek Co., Ltd.
Magic Pixel Inc.
Mxtran Inc.
New Trend Technology Inc.
Macronix Europe NV.
Macronix Pte Ltd.
Macronix (Hong Kong) Co., Ltd.
Macronix (Asia) Limited
Macronix Microelectronics (Suzhou) Co., Ltd.
MoDioTek Co., Ltd.
Infomax Communication Co., Ltd.
MoDioTek Co., Ltd.
Magic Pixel Inc.
Mxtran Inc.
Infomax Holding Co., Ltd.
Infomax Holding Company Limited
Infomax Communication (Suzhou) Co., Ltd.
Mosatek Co., Ltd.
Mosatek (H.K) Company Limited
Modiotek (Suzhou) Co., Ltd.
Magic Pixel Inc.
Magic Pixel Holding Company Limited
Magic Pixel (Shen Zhen) Co., Ltd.
Mxtran Holding (Samoa) Co., Ltd.
Mxtran (H.K.) Holding Co., Limited.
Maxtran TechnologyCo.,Ltd.
San Jose, California, U.S.A.
Tortola, British Virgin Islands
Taipei, Taiwan
Taipei, Taiwan
Hsinchu, Taiwan
Hsinchu, Taiwan
Hsinchu, Taiwan
Hsinchu, Taiwan
San Jose, California, U.S.A.
Belgium
Singapore
Hong Kong
Cayman Island
China
Hsinchu, Taiwan
Hsinchu, Taiwan
Hsinchu, Taiwan
Hsinchu, Taiwan
Hsinchu, Taiwan
Samoa
Hong Kong
China
Samoa
Hong Kong
China
Samoa
Hong Kong
China
Samoa
Hong Kong
China
Marketing
Investment holding company
Investment
Investment
Baseband chip, analog baseband chip, and power management
chip
Mobile audio platform and smart remote controller
Fabless multimedia system on chip
Combi-SIM IC and the related service
IC design
After-sale service
After-sale service
Marketing
Investment holding company
Development of integrated circuit system and software
Mobile audio platform and smart remote controller
Baseband chip, analog baseband chip, and power management
chip
Mobile audio platform and smart remote controller
Fabless multimedia system on chip
Combi-SIM IC and the related service
Investment holding company
Investment holding company
Software, rendering and technical service
Investment holding company
Investment holding company
Sales and technical support of mobile audio platform and
smart remote controller
Investment holding company
Investment holding company
Sales and technical support of fabless multimedia system on
chip
Investment holding company
Investment holding company
Technical support of Combi-SIM IC
$ 2,640
7,348,057
500,000
984,432
1,502,711
430,232
312,803
607,379
850,637
2,106
3,291
378,427
26,325
296,160
30,442
27,423
30,442
22,131
34,271
223,673
96,022
82,415
105,070
53,398
53,231
76,913
59,668
34,282
27,809
23,880
23,435
$ 2,640
7,348,057
500,000
984,432
520,117
340,212
217,825
512,371
850,637
2,106
3,291
378,427
26,325
296,160
25,452
28,879
25,452
17,286
29,279
195,457
94,516
82,415
91,644
53,398
53,231
65,050
50,771
25,385
27,809
23,880
23,435
100,000
223,300,000
-
-
150,271,240
43,023,160
30,651,523
60,627,800
25,850,000
999
174,000
89,700,000
800,000
-
2,894,200
2,742,506
2,894,200
1,895,440
3,393,200
7,220,000
22,962,500
-
3,390,000
12,905,100
-
2,450,000
14,820,000
-
920,000
6,152,000
-
100.00
100.00
100.00
100.00
97.25
74.18
78.27
89.16
100.00
100.00
100.00
100.00
100.00
100.00
4.99
1.77
4.99
4.84
4.99
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
$ 251,999
1,445,354
26,386
48,080
994,857
81,211
72,857
156,099
297,132
89,609
15,419
586,617
49,166
312,272
5,463
18,107
5,463
4,505
8,736
7,124
6,559
5,588
4,401
4,006
3,790
7,609
6,869
6,610
9,473
9,179
8,748
$ (3,747 )
(28,544 )
(3,800 )
(18,998 )
(217,570 )
(90,768 )
(88,831 )
(81,288 )
(2,628 )
5,330
690
(41,357 )
3,356
(6,573 )
(90,768 )
(217,570 )
(90,768 )
(88,831 )
(81,288 )
(865,509 )
(416 )
45
(14,971 )
(1,569 )
(1,569 )
(6,670 )
(4,438 )
(4,439 )
4,718
1,145
1,145
$ (3,710 )

(28,544 )

(3,800 )

(18,998 )

(208,129 )

(65,641 )

(67,631 )

(71,830 )

Note 4
Note 4
Note 4

Note 4
Note 4

Note 4

Note 4

Note 4

Note 4

Note 4

Note 4

Note 4

Note 4
Note 4

Note 4

Note 4

Note 4

Note 4

Note 4

Note 4
Note 4
Note 4
Note 4

Note 1: The foreign currency amount was converted into New Taiwan dollars at the historical exchange rate.

Note 2: The foreign currency amount was based on unreviewed financial statements for the same reporting period; the amount was converted into New Taiwan dollars at the exchange rate on September 30, 2013.

Note 3: The foreign currency amount was based on unreviewed financial statements for the same reporting period; the amount was converted into New Taiwan dollars at the average exchange rate for the nine months ended September 30, 2013.

Note 4: Under relevant regulations, no disclosure of investment gain (loss) is needed.

  • 65 -

TABLE 6

MACRONIX INTERNATIONAL CO., LTD. AND SUBSIDIARY

TRANSACTIONS AMONG CONSOLIDATED ENTITIES FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2013 (In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Transaction Subject Transaction Object Relation
(Note 1)
Transaction Summary
Account Amount Term of Transaction % to Total Assets or
Total Revenue
MXIC MXHK 2 Sales $2,030,078 Note 2 12%
Notes receivable and trade receivables 409,656 1%
MXE 2 Operatingexpenses 67,167 -
Tradepayables 18,112 -
MXA 1 Sales 410,368 Note 2 3%
Operatingexpenses 120,884 1%
Notes receivable and trade receivables 71,900 -
Tradepayables 46,852 -
Mxtran 1 Rental revenue 4,209 Note 3 -
MoDioTek 1 Rental revenue 4,194 Note 3 -
MX Asia 2 Operatingexpenses 87,143 1%
Tradepayables 13,838 -
INFOMAX 1 Rental revenue 5,642 Note 3 -
MPI 1 Rental revenue 3,275 Note 3 -

Note 1: 1. Transaction was between the parent company and subsidiaries.

  1. Transaction was between the parent company and indirect subsidiaries.

Note 2: The sale price referred to the product price to end customer.

Note 3: The Company leased office to related parties and collected rental revenue according to the floor space per month.

Note 4: The transaction terms with related parties were 30 to 60 days after monthly closing and were similar to those with third parties.

  • 66 -

TABLE 7

MACRONIX INTERNATIONAL CO., LTD. AND SUBSIDIARY

INFORMATION ON INVESTMENT IN MAINLAND CHINA FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2013 (In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

Investee Company Main Businesses and Products Main Businesses and Products Total Amount of
Paid-in Capital
(Note 1 and 4)
Method of
Investment
Accumulated Outflow
of Investment from
Taiwan as of
January 1, 2013
(Note 4)

Investme
nt Flows Accumulated Outflow
of Investment from
Taiwan as of
September 30, 2013
(Note 4)

Percentage of
Ownership
(Note 5)
Investment Income
(Loss)
(Note 6)
Carrying Amount as
of September 30, 2013
(Note 7)

Accumulated Inward
Remittance of
Earnings as of
September 30, 2013
Outflow
(Note 4)
Inflow
Macronix Microelectronics (Suzhou) Co.,
Ltd.
Infomax Communication (Suzhou) Co.,
Ltd.
Modiotek (Suzhou) Co., Ltd.
Magic Pixel (Shen Zhen) Co., Ltd.
Maxtran Technology Co., Ltd.
Development of integrated circuit system and
software
Software, rendering and technical service
Sales and technical support of mobile audio
platform and smart remote controller
Sales and technical support of fabless multimedia
system on chip
Technical support of Combi-SIM IC
$ 296,160
82,415
53,231
34,282
23,435
(Note 2)
(Note 3)
(Note 3)
(Note 3)
(Note 3)
$ 296,160
82,415
53,231
25,385
23,435
$ -
-
-
8,897
-
$ -
-
-
-
-
$ 296,160
82,415
53,231
34,282
23,435
100.00%
99.02%
84.16%
83.11%
94.15%
$ (6,573 )
275
(1,321 )
(3,689 )
1,078
$ 312,272
5,533
3,190
5,493
8,236
$ -
-
-
-
-
Accumulated Investment in Mainland
September 30, 2013
China as of Investment Amount Authoriz
Commission,
ed by the Investment
MOEA
Upper Limit on Investment
$ 515,186
(Note 4)
$ 549
(No
,261
te 4)
$ 18,023,304

Note 1: The amount of paid in capital included prepaid investments.

Note 2: The Company invested in a company located in Mainland China indirectly through the existing company in the third country.

Note 3: The Company invested in a company located in Mainland China indirectly through the investing company in the third country.

Note 4: The foreign currency amount was converted into New Taiwan dollars at the historical exchange rate.

Note 5: The percentage of ownership is based on the total holding percentage owned by the Company and its subsidiaries.

Note 6: The foreign currency amount was based on unreviewed financial statements for the same reporting period; the amount was converted into New Taiwan dollars at the average exchange rate for the nine months ended September 30, 2013.

Note 7: The foreign currency amount was based on unreviewed financial statements for the same reporting period; the amount was converted into New Taiwan dollars at the exchange rate on September 30, 2013.

  • 67 -