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NTC — Interim / Quarterly Report 2019
Nov 22, 2019
52061_rns_2019-11-22_5bc39e83-3d7e-400a-8e77-0134ac0e7b0b.pdf
Interim / Quarterly Report
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Stock Code:2408
$\mathbf{1}$
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES
Consolidated Financial Statements
With Independent Auditors' Review Report For the Six Months Ended June 30, 2019 and 2018
Address: No.98, Nanlin Rd., Dake Vil., Taishan Dist., New Taipei City, Taiwan (R.O.C.) Telephone: (02)2904-5858
The independent auditors' review report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors' review report and consolidated financial statements, the Chinese version shall prevail.
Table of contents
| Contents | Page |
|---|---|
| 1. Cover Page | 1 |
| 2. Table of Contents | $\overline{2}$ |
| 3. Independent Auditors' Report | 3 |
| 4. Consolidated Balance Sheets | 4 |
| 5. Consolidated Statements of Comprehensive Income | 5 |
| 6. Consolidated Statements of Changes in Equity | 6 |
| 7. Consolidated Statements of Cash Flows | 7 |
| 8. Notes to the Consolidated Financial Statements | |
| (1) Company history |
8 |
| Approval date and procedures of the consolidated financial statements (2) |
8 |
| New standards, amendments and interpretations adopted (3) |
$8\sim11$ |
| Summary of significant accounting policies (4) |
$11 - 14$ |
| Significant accounting assumptions and judgments, and major sources (5) of estimation uncertainty |
14 |
| (6) Explanation of significant accounts |
$14 - 37$ |
| Related-party transactions (7) |
$37 - 40$ |
| Pledged assets (8) |
40 |
| (9) Commitments and contingencies |
41 |
| (10) Losses Due to Major Disasters | 42 |
| (11) Subsequent Events | 42 |
| $(12)$ Other | 42 |
| (13) Other disclosures | |
| (a) Information on significant transactions | $43 - 44$ |
| (b) Information on investees | 44 |
| (c) Information on investment in mainland China | 45 |
| (14) Segment information | $45 - 46$ |

KPMG
台北市11049信義路5段7號68樓(台北101大樓) Telephone 電話 + 886 (2) 8101 6666 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, Xinyi Road, Taipei City 11049, Taiwan (R.O.C.)
Fax 傳真 + 886 (2) 8101 6667 Internet 網址 kpmg.com/tw

Qualified Conclusion
Except for the adjustments, if any, as might have been determined to be necessary had the financial statements of certain consolidated subsidiaries described in the Basis for Qualified Conclusion paragraph above been reviewed by independent auditors, based on our reviews and the review report of another auditor (please refer to Other Matter paragraph), nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as of June 30, 2019 and 2018, and of its consolidated financial performance for the three months and six months ended June 30, 2019 and 2018, as well as of its consolidated cash flows for the six months ended June 30, 2019 and 2018, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, "Interim Financial Reporting" endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
Other Matter
We did not review the financial statements of Formosa Advanced Technologies Co., Ltd., an investment in other accounted for using the equity method of the Group. The financial statements were reviewed by another auditor, whose review report has been furnished to us, and our conclusion, insofar as it relates to the amounts included for Formosa Advanced Technologies Co., Ltd., is based solely on the review report of another auditor. The aforementioned investment accounted for using the equity method amounted to \$2,909,089 thousand, constituting 1.57% of the consolidated total assets as of June 30, 2019; and the share of profit of associates accounted for using the equity method amounted to \$64,015 thousand and \$101,406 thousand, constituting 1.88% and 1.45% of the consolidated total profit before tax for the three months and six months ended June 30. 2019, respectively.
The engagement partners on the reviews resulting in this independent auditors' review report are Hui-Chih Ko and Hsin-Yi Kuo.
KPMG
Taipei, Taiwan (Republic of China) August 12, 2019
Notes to Readers
The accompanying consolidated financial statements are intended only to present the consolidated statement of financial position, financial performance and cash flows in accordance with the 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 accepted and applied in the Republic of China.
The independent auditors' review report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors' review report and consolidated financial statements, the Chinese version shall prevail.
(English Translator of Consolidated Financial Statements Originally Issued in Chinese)
Reviewed only, not audited in accordance with the generally accepted auditing standards as of June 30, 2019 and 2018
Nanya Technology Corporation and Subsidiaries
Consolidated Balance Sheets
June 30, 2019, December 31 and June 30, 2018
(Expressed in Thousands of New Taiwan Dollars)
| June 30, 2019 | December 31, 2018 | June 30, 2018 | June 30, 2019 | December 31, 2018 | June 30, 2018 | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Assets | Amount | $\frac{1}{\sqrt{2}}$ | Amount | ℅ | Amount | ৯ | Liabilities and Equity | Ş, Amount |
× Amount |
Amount | $\aleph$ | ||
| Current assets: | Current liabilities: | ||||||||||||
| $\frac{8}{10}$ | Cash and cash equivalents (Note 6(a)) | 60,860,911 ω, |
33 | 57,384,006 | 5 | 61,536,556 | 35 | 2170 | Accounts payable | 2,154,466 | 4,247,638 | 2,917,421 | |
| $\frac{8}{11}$ | Notes and accounts receivable, net (Notes 6(b)(p)) | 7,335,028 | 9,763,741 | 14,748,248 | 2180 | Accounts payable to related parties (Note 7) | 282,938 | 332,064 | 303,138 | ||||
| 1200 | Other receivables (Note 6(h)) | 1,841,362 | 1,313,111 | 967,246 | 2200 | Other payables | 16 30,253,718 |
8,786,790 | 19,784,226 | ||||
| 1210 | Other receivables due from related parties (Note 7) | 210,056 | 2220 | Other payables to related parties (Note 7) | 1,050,614 | 938,944 | 1,028,500 | ||||||
| 1310 | Inventories (Note 6(c)) | 17,894,754 | 12,167,737 | 8,376,818 | 2280 | Current lease liabilities (Notes 6(j) and 7) | 199,145 | ||||||
| 1410 | Prepayments | 1,456,451 | 1,758,316 | 2,008,262 | 2230 | Current tax liabilities | 1,065,847 | 2,456,338 | 2,498,036 | ||||
| Total current assets | 89,598,562 | $\frac{48}{5}$ | 82.386,911 | $\frac{45}{5}$ | 87,637,130 | ရှ | 2399 | Other current liabilities | 1,059 | 1,568 | 1,446 | ||
| Non-current assets: | Total current liabilities | $\frac{1}{2}$ 35.007.787 |
16,763,342 | 26,532.767 | $\overline{15}$ | ||||||||
| 1550 | Investments accounted for using equity method (Note | 2,909,089 | 2 | 3,006,603 | 2 | Non-Current liabilities: | |||||||
| 6(d) | 2570 | Deferred tax liabilities | 53 | 625 | 580 | ||||||||
| 1600 | Property, plant and equipment (Notes 6(f) and 7) | 90,742,617 | $\frac{4}{9}$ | 95,358,992 | 52 | 84,586,919 | 49 | 2640 | Net defined benefit liability, non-current | 536,129 | 537,303 | 522,418 | |
| 1755 | Right-of-use assets (Notes 6(g) and 7) | 198,444 | 2670 | Other non-current liabilities | 233,125 | 377,245 | 231,042 | ||||||
| 1780 | Intangible assets | 258,716 | 45,881 | 68,219 | Total non-current liabilities | 769,885 | 915,173 | 754,040 | |||||
| 1840 | Deferred tax assets | 817,459 | 867,311 | 862,104 | Total liabilities | $\overline{a}$ 35,777,672 |
$\overline{10}$ 17,678,515 |
27,286,807 | $\frac{15}{2}$ | ||||
| 1935 | Long-term lease payments receivable (Note 6(h)) | 875,900 | 961,884 | Equity (Note 6(m)): | |||||||||
| 194D | Long-term financial lease payments receivable (Note 6(h)) | 785,316 | $\frac{1}{2}$ | Ordinary share | $\overline{17}$ 30,535,049 |
31,032,389 | 30,596,179 | œ | |||||
| 1990 | Other non-current assets (Note 8) | 38,925 | 44,215 | 32,707 | 3140 | Advance receipts for share capital | 606,392 | 6,488 | 1,406,917 | ||||
| Total non-current assets | 95,750,566 | $\mathfrak{L}$ | 100,198,902 | 55 | 86,511,833 | $\boldsymbol{50}$ | \$200 | Capital surplus | 31,487,280 | ≊ 33,557,005 |
32,327,474 | ||
| 310 | Legal reserve | 13,128,412 | 9,192,249 | 9,192,249 | |||||||||
| 3320 | Special reserve | 273,834 | 39,163 | 39,163 | |||||||||
| 3350 | Unappropriated retained earnings | ş 74,599,612 |
25 94,136,513 |
73,327,129 | |||||||||
| 3400 | Other equity interest | 87,809 | (273, 834) | (26, 955) | |||||||||
| 3500 | Treasury shares | (1.146.932) | ලු (2.782, 675) |
||||||||||
| Total equity | $\overline{\mathbf{z}}$ 149,571,456 |
g 164,907,298 |
146,862,156 | $\frac{85}{25}$ |
$\frac{182,585,813}{\underline{)}\ 100} \ \frac{100}{\underline{)}\ 174,148,963} \ \frac{100}{\underline{)}\ 00}$
$|\mathbf{\hat{y}}|$
S 185,349.128
Total liabilities and equity
$\frac{1}{2}$
$\frac{182,585,813}{\phantom{000}-\phantom{0000}\phantom{0000}}\underline{100}$
8 185,349,128 100
Total assets
See accompanying notes to consolidated financial statements.
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
Nanya Technology Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income
For the three months and six months ended June 30, 2019 and 2018
(Expressed in Thousands of New Taiwan Dollars, Except Earnings Per Share)
| June 30, | For the three months ended | June 30, | For the six months ended | ||||||
|---|---|---|---|---|---|---|---|---|---|
| 2019 | 2018 | 2019 | 2018 | ||||||
| Amount | % | Amount | % | Amount | % | Amount | % | ||
| 4000 | Operating revenue (Note $6(p)$ ) | 12,440,791 S |
100 | 24,592,217 | 100 | 23,812,596 | 100 | 43,389,656 | 100 |
| 5000 | Operating costs (Notes $6(k)(n)(q)$ and 7) | 8,092,944 | 65 | 11,054,815 | 45 | 14,832,185 | 62 | 20, 111, 576 | 46 |
| Gross profit from operations | 4,347,847 | 35 | 13,537,402 | 55 | 8,980,411 | 38 | 23,278,080 | 54 | |
| Operating expenses (Notes $6(k)(n)(q)$ and 7): | |||||||||
| 6100 | Selling expenses | 175,428 | -1 | 253,534 | 1 | 322,795 | 1 | 449,026 | 1 |
| 6200 | Administrative expenses | 307,996 | 2 | 415,951 | $\mathbf{2}$ | 625,487 | 3 | 766,042 | 2 |
| 6300 | Research and development expenses | 1,059,282 | 9 | 1,357.673 | 5 | 2,207,450 | 9 | 2,233,752 | |
| Total operating expenses | 1,542,706 | 12 | 2,027,158 | 8 | 3,155,732 | 13 | 3,448,820 | 8 | |
| Net operating income | 2,805,141 | 23 | 11,510,244 | 47 | 5,824,679 | 25 | 19,829,260 | 46 | |
| Non-operating income and expenses (Notes $6(d)(e)(h)(i)(r)$ and 7): | |||||||||
| 7010 | Other income | 358,515 | 3 | 199,659 | 1 7 |
752,847 | 3 $\overline{2}$ |
435,286 | 1 -1 |
| 7020 7050 |
Other gains and losses, net Finance costs |
177,822 (901) |
1 | 1,790,154 (165) |
304,719 (1,991) |
468,145 (5, 463) |
|||
| 7060 | Share of profit of associates accounted for using equity method, net | 64,015 | 101,406 | ||||||
| 7055 | Expected credit impairment gain | 54 | 9,438 | ||||||
| Total non-operating income and expenses | 599,505 | $\overline{4}$ | 1,989,648 | 8 | 1,166,419 | 5 | 897,968 | $\overline{2}$ | |
| 7900 | Profit from continuing operations before tax | 3,404,646 | 27 | 13,499,892 | 55 | 6,991,098 | 30 | 20,727,228 | 48 |
| 7950 | Income tax expenses(Note 6(l)) | 656,719 | 5 | 2,190,061 | 9 | 657,165 | 3 | 2,191,242 | |
| Profit | 2,747,927 | 22 | 11,309,831 | 46 | 6,333,933 | 27 | 18,535,986 | 43 | |
| 8300 | Other comprehensive income: (Note 6(l)) | ||||||||
| 8310 | Components of other comprehensive (loss) income that will not be reclassified to profit or loss |
||||||||
| 8311 | Remeasurements of the net defined benefit | ||||||||
| 8320 | Share of other comprehensive (loss) income of associates accounted for using equity method, components of other comprehensive (loss) income that will not be reclassified to profit or loss |
(22, 196) | 11,136 | ||||||
| 8349 | Income tax related to components of other comprehensive (loss) income that will not be reclassified to profit or loss |
(2,147) | (2,571) | ||||||
| Components of other comprehensive income that will not be reclassified to profit or loss |
(22, 196) | 2,147 | 11,136 | 2,571 | |||||
| 8360 | Components of other comprehensive income that will be reclassified to profit or loss |
||||||||
| 8361 8399 |
Exchange differences on translation of foreign financial statements | 257,414 | 2 | 12,465 | 350,507 | 1 | 12,208 | ||
| Income tax related to components of other comprehensive income that will be reclassified to profit or loss Components of other comprehensive income that will be |
257,414 | $\overline{2}$ | 12,465 | 350,507 | 12,208 | ||||
| reclassified to profit or loss | |||||||||
| 8300 | Other comprehensive income, net | 235,218 | 2 | 14,612 | 361,643 | 14.779 | |||
| 8500 | Comprehensive income | 2,983,145 | 24 | 11,324,443 | 46 | 6,695,576 | 28 | 18,550,765 | |
| Profit, attributable to: | |||||||||
| 8610 | Profit, attributable to owners of parent | S. 2,747,927 |
22 | 11,309,831 | 46 | 6,333,933 | 27 | 18,536,761 | 43 |
| 8620 | Loss, attributable to non-controlling interests | (775) | |||||||
| 2,747,927 | 22 | 11,309,831 | 46 | 6,333,933 | 27 | 18,535,986 | 43 | ||
| Comprehensive income attributable to: | |||||||||
| 8710 | Comprehensive income, attributable to owners of parent | 2,983,145 S |
24 | 11,324,443 | 46 | 6,695,576 | 28 | 18,551,540 | 43 |
| 8720 | Comprehensive loss, attributable to non-controlling interests | (775) | $\sim$ | ||||||
| 2,983,145 | $\overline{24}$ | 11,324,443 | 46 | 6,695,576 | 28 | 18,550,765 | 43 | ||
| Earnings per share (Note $6(0)$ ) | |||||||||
| 9750 | Basic earnings per share | S | 0.90 | 3.68 | 2.09 | 6.07 | |||
| 9850 | Diluted earnings per share | 0.90 | 3.56 | 2.06 | 5.86 |
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
Reviewed only, not audited in accordance with generally accepted auditing standards
Nanya Technology Corporation and Subsidiaries
Consolidated Statements of Changes in Equity
For the six months ended June 30, 2019 and 2018
(Expressed in Thousands of New Taiwan Dollars)
Other equity interest
Equity attributable to owners of parent
| Duried game (losses) on |
||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| entitlement to Certificate of |
differences on Exchange |
measured at fair financial assets |
||||||||||||
| new shares from |
Advance | Unappropriated | translation of foreign |
value through other |
attributable to Total equity |
|||||||||
| Ordinary shares |
convertible bond |
share capital receipts for |
Capital surplus |
reserve Legal |
Special reserve |
retained earnings |
statements financial |
comprehensive income |
Total other equity interest |
Treasury shares |
owners of parent |
Non-controlling interests |
Total equity | |
| Balance at January 1, 2018 | 29,639,38 | 223,958 | 27,277,19 | 5,164,057 | 69,734,440 | (39, 163) | (39,163) | 131,999,865 | 115,323 | 132,115,188 | ||||
| Net profit (loss) for the six months ended June 30, 2018 | 18,536,761 | 18,536,761 | (775) | 18,535,986 | ||||||||||
| Other comprehensive income for the six months ended June 30, 2018 | 2,571 | 12,208 | 12,208 | 14,779 | 14,779 | |||||||||
| Total comprehensive income (loss) for the six months ended June 30, 2018 | 18,539,332 | 12,208 | 12,208 | 18,551,540 | (775) | 18,550,765 | ||||||||
| Legal reserve appropriated | 4,028,192 | (4,028,192) | ||||||||||||
| Special reserve appropriated | 39,163 | (39, 163) | ||||||||||||
| Cash dividends of ordinary share | (10, 879, 288) | (10, 879, 288) | (10, 879, 288) | |||||||||||
| Other changes in capital surplus: | ||||||||||||||
| Recognized compensation costs on employee stock options | 545,960 | 545,960 | 545,960 | |||||||||||
| Conversion of convertible bonds | 732,839 | 4,504,323 | 5,237,162 | 5,237,162 | ||||||||||
| Conversion of certificates of bonds to share | 223,958 | (223,958) | ||||||||||||
| Exercise of employee share options | 1,406,917 | 1,406,917 | 1,406,917 | |||||||||||
| Disposal of subsidiaries accounted for using equity method | (114,548) | (114,548) | ||||||||||||
| Balance at June 30, 2018 | 30,596,179 | $rac{5}{3}$ Š |
32,327,474 | 9,192,249 | 39,163 | 73,327,129 | (26, 95) | (26,955) | 146,862,156 | 146,862,156 | ||||
| Balance at January 1, 2019 | 31,032,389 | 5,488 | 33,557,005 | 9,192,249 | 39,163 | 94,136,513 | (179, 736) | (94,098) | (273, 834) | (2,782,675) | 164,907,298 | 164,907,298 | ||
| Net profit for the six months ended June 30, 2019 | 6,333,933 | 6,333,933 | 6,333,933 | |||||||||||
| Other comprehensive income for the six months ended June 30, 2019 | 350,507 | 11,136 | 361,643 | 361,643 | 361,643 | |||||||||
| Total comprehensive income for the six months ended June 30, 2019 | 6,333,933 | 350,507 | 11,136 | 361,643 | 6,695,576 | 6,695,576 | ||||||||
| Legal reserve appropriated | 3,936,163 | (3,936,163) | ||||||||||||
| Special reserve appropriated | 234,671 | (234, 671) | ||||||||||||
| Cash dividends of ordinary share | (21,700,000) | (21,700,000) | (21,700,000) | |||||||||||
| Other changes in capital surplus: | ||||||||||||||
| Recognized compensation costs on employee stock options | 85,250 | 85,250 | 85,250 | |||||||||||
| Repurchase of treasury share | (1,029,878) | (1,029,878) | (1,029,878) | |||||||||||
| Retirement of treasury share | (501,360) | (2,164,261) | 2,665,621 | |||||||||||
| Exercise of employee share options | 4,020 | 599,904 | 9,286 | 613,210 | 613,210 | |||||||||
| Balance at June 30, 2019 | 30,535,049 | 606,392 | 31,487,280 | 13,128,412 | 273,834 | 74,599,612 | 170,771 | (82, 962) | 87,809 | (1,146,932) | 149,571,456 | I | 149,571,456 | |
(English Translation of Consolidated Financial Statements Originally Issued in Chinese)
Reviewed only, not audited in accordance with generally accepted auditing standards
Nanya Technology Corporation and Subsidiaries
Consolidated Statements of Cash Flows
For the six months ended June 30, 2019 and 2018
(Expressed in Thousands of New Taiwan Dollars)
| For the six months ended | ||
|---|---|---|
| June 30, 2019 |
2018 | |
| Cash flows from operating activities: | ||
| Profit before tax | 6.991,098 \$ |
20,727,228 |
| Adiustments: | ||
| Adjustments to reconcile profit: | ||
| Depreciation expense | 6,943,328 | 5,831,585 |
| Amortization expense | 39,714 | 71,370 |
| Expected credit impairment gain | (9, 438) | |
| Net loss on financial liabilities at fair value through profit or loss | 281,107 | |
| Interest expense | 1,991 | 5,463 |
| Interest income | (752, 847) | (435, 286) |
| Share-based payments | 85,250 | 545,960 |
| Share of profit of associates accounted for using equity method | (101, 406) | |
| Loss (gain) on disposal of property, plant and equipment | 287 | (46) |
| Gain on disposal of a subsidiary | (497) | |
| Reversal of impairment loss on non-financial assets | (120, 322) | (100, 861) |
| Unrealized foreign exchange loss (gain) | 108,735 | (754, 739) |
| Total adjustments to reconcile profit | 6,195,292 | 5,444,056 |
| Changes in operating assets and liabilities: | ||
| Notes and accounts receivable | 2,419,295 | (5,961,402) |
| Other receivables | (308, 616) | (31,307) |
| Inventories | (5,727,017) | (1,625,194) |
| Other current assets | 301,865 | (389, 326) |
| Other non-current assets | (9,500) | |
| Financial liabilities held for trading | (523, 136) | |
| Accounts payable (including related parties) | (710, 736) | (71, 849) |
| Other payables (including related parties) | (146, 867) | 3,239,988 |
| Other current liabilities | (509) | (508) |
| Net defined benefit liability | (1, 174) | (3,379) |
| Other non-current liabilities | 9,925 | (16, 434) |
| Total changes in operating assets and liabilities | (4,173,334) | (5,382,547) |
| Cash inflow generated from operations | 9,013,056 | 20,788,737 |
| Interest received | 498,466 | 349,778 |
| Interest paid | (325) | (478) |
| Income taxes paid | (2,004,555) | (1,416,646) |
| Net cash flows from operating activities | 7,506,642 | 19,721,391 |
| Cash flows (used in) from investing activities: | ||
| Proceeds from disposal of a subsidiary | (85,937) | |
| Acquisition of property, plant and equipment | (3,549,433) | (4,720,239) |
| Proceeds from disposal of property, plant and equipment | 12 | 46 |
| Decrease (increase) in refundable deposits | 10,747 | (2,670) |
| Decrease in other receivables | 10,616,574 | |
| Acquisition of intangible assets | (79, 529) | |
| Decrease in lease and installment receivables | 132,166 | 214,665 |
| Increase in other non-current assets | (21) | (5,365) |
| Net cash flows (used in) from investing activities | (3,486,058) | 6,017,074 |
| Cash flows (used in) from financing activities: | ||
| (Decrease) increase in guarantee deposits received | (311, 372) | 161,015 |
| (Decrease) increase in other payables to related parties | (4,016) | 4,052 |
| Payment of lease liabilities | (83,779) | |
| Exercise of employee share options | 613,210 | 1,406,917 |
| Payments to acquire treasury shares | (1,029,878) | |
| Net cash flows (used in) from financing activities | (815, 835) | 1,571,984 |
| Effect of exchange rate changes on cash and cash equivalents | 272,156 | 457,430 |
| Net increase in cash and cash equivalents | 3,476,905 | 27,767,879 |
| Cash and cash equivalents at beginning of period | 57,384,006 | 33,768,677 |
| Cash and cash equivalents at end of period | 60,860,911 S |
61,536,556 |
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
Nanya Technology Corporation and Subsidiaries
Notes to the Consolidated Financial Statements
June 30, 2019 and 2018
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(1) Company history
Nanya Technology Corporation (the "Company") was legally established with the approval of the Ministry of Economic Affairs on March 4, 1995, with registered address at No.98 Nanlin Road Dake Vil., Taishan District, New Taipei City, Taiwan. The main operating activities of the Company and its subsidiary (the "Group") are researching, developing, manufacturing and selling semiconductor products, and the import and export of its machinery, equipment and raw materials.
(2) Approval date and procedures of the consolidated financial statements:
The consolidated financial statements were authorized for issuance by the Board of Directors on August 12, 2019.
(3) New standards, amendments and interpretations adopted:
The impact of the International Financial Reporting Standards ("IFRSs") endorsed by the Financial $(a)$ Supervisory Commission, R.O.C. ("FSC") which have already been adopted.
The following new standards, interpretations and amendments have been endorsed by the FSC and are effective for annual periods beginning on or after January 1, 2019.
| New, Revised or Amended Standards and Interpretations | Effective date per IASB |
|---|---|
| IFRS 16 "Leases" | January 1, 2019 |
| IFRIC 23 "Uncertainty over Income Tax Treatments" | January 1, 2019 |
| Amendments to IFRS 9 "Prepayment features with negative compensation" | January 1, 2019 |
| Amendments to IAS 19 "Plan Amendment, Curtailment or Settlement" | January 1, 2019 |
| Amendments to IAS 28 "Long-term interests in associates and joint ventures" | January 1, 2019 |
| Annual Improvements to IFRS Standards 2015–2017 Cycle | January 1, 2019 |
Except for the following items, the Group believes that the adoption of the above IFRSs would not have any material impact on its consolidated financial statements. The extent and impact of signification changes are as follows:
IFRS 16"Leases" $(i)$
IFRS 16 replaces the existing leases guidance, including IAS 17 Leases, IFRIC 4 Determining whether an Arrangement contains a Lease, SIC-15 Operating Leases – Incentives and SIC-27 Evaluating the Substance of Transactions Involving the Legal Form of a Lease.
The Group applied IFRS 16 using the modified retrospective approach. The details of the changes in accounting policies are disclosed below,
Definition of a lease $1)$
Previously, the Group determined at contract inception whether an arrangement is or contains a lease under IFRIC 4. Under IFRS 16, the Group assesses whether a contract is or contains a lease based on the definition of a lease, as explained in Note 4(c).
On transition to IFRS 16, the Group elected to apply the practical expedient to grandfather the assessment of which transactions are leases. The Group applied IFRS 16 only to contracts that were previously identified as leases. Contracts that were not identified as leases under IAS 17 and IFRIC 4 were not reassessed for whether there is a lease. Therefore, the definition of a lease under IFRS 16 was applied only to contracts entered into or changed on or after January 1, 2019.
$2)$ As a lessee
As a lessee, the Group previously classified its leases as operating or finance leases based on its assessment of whether the lease transferred significantly all of the risks and rewards incidental to ownership of the underlying asset to the Group. Under IFRS 16, the Group recognizes its right-of-use assets and lease liabilities for most leases.
The Group decided to apply the recognition exemptions to the short-term and low-value leases of its parking lots and office spaces.
Leases classified as operating leases under IAS 17
At transition, lease liabilities were measured at the present value of the remaining lease payments, discounted at the Group's incremental borrowing rate as at January 1, 2019. The right-of-use assets are measured below:
their carrying amount as if IFRS 16 had been applied since the commencement date, discounted using the lessee's incremental borrowing rate at the date of initial application $-$ the Group applied this approach to its land leases.
In addition, the Group used the following practical expedients when applying IFRS 16 to leases.
- Applied a single discount rate to a portfolio of leases with similar characteristics.
- Used hindsight when determining the lease term if the contract contains options to extend or terminate the lease.
As a lessor $3)$
The Group is not required to make any adjustments on transition to IFRS 16 for leases in which it acts as a lessor. The Group accounted for its leases in accordance with IFRS 16 from the date of initial application.
Impacts on financial statements $4)$
On transition to IFRS 16, the Group recognized both additional \$300,605 of right-of-use assets and lease liabilities at the date of initial application. When measuring lease liabilities, the Group discounted lease payments using its incremental borrowing rate at January 1, 2019. The interest rate applied is 1.41%.
The explanation of differences between operating lease commitments disclosed at the end of the annual reporting period immediately preceding the date of initial application, and lease liabilities recognized in the statement of financial position at the date of initial application disclosed as follows:
| January 1, 2019 | |
|---|---|
| Operating lease commitment at December 31, 2018 as disclosed in the Group's consolidated financial statements |
\$ 385,636 |
| Recognition exemption for: | |
| short-term leases | (8,037) |
| leases of low-value assets | (73,619) |
| 303,980 | |
| Discounted using the incremental borrowing rate at January 1, 2019 | 300,605 |
$(b)$ The impact of IFRS endorsed by FSC but not yet effective
The following new standards, interpretations and amendments have been endorsed by the FSC and are effective for annual periods beginning, or after, January 1, 2020 in accordance with Ruling No. 1080323028 issued by the FSC on July 29, 2019:
| Effective date | |
|---|---|
| New, Revised or Amended Standards and Interpretations | per IASB |
| Amendments to IFRS 3 "Definition of a Business" | January 1, 2020 |
| Amendments to IAS 1 and IAS 8 "Definition of Material" | January 1, 2020 |
The Group assesses that the adoption of the abovementioned standards would not have any material impact on its consolidated financial statements.
$(c)$ The impact of IFRS issued by IASB but not yet endorsed by the FSC
As of the date, the following IFRSs that have been issued by the International Accounting Standards Board (IASB), but have yet to be endorsed by the FSC:
| New, Revised or Amended Standards and Interpretations | Effective date per IASB |
|---|---|
| Amendments to IFRS 10 and IAS 28 "Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture" |
Effective date to be determined by IASB |
| IFRS 17 "Insurance Contracts" | January 1, 2021 |
The Group is evaluating the impact of the initial adoption of the abovementioned standards or interpretations on its consolidated financial position and consolidated financial performance. The results thereof will be disclosed when the Group completes its evaluation.
$(4)$ Summary of significant accounting policies:
Statement of compliance $(a)$
These consolidated financial statements have been prepared in accordance with the preparation and guidelines of IAS 34 "Interim Financial Reporting" which are endorsed and issued into effect by FSC and do not include all of the information required by the Regulations and International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations and SIC Interpretations endorsed and issued into effect by the FSC (hereinafter referred to IFRS endorsed by the FSC) for full annual consolidated financial statements.
The significant accounting policies adopted in the consolidated financial statements are the same as those in the consolidated financial statement for the year ended December 31, 2018. For the related information, please refer to note 4 of the consolidated financial statements for the year ended December 31, 2018.
- Basis of consolidation $(b)$
- List of subsidiaries included in the consolidated financial statements: $(i)$
| Shareholding | ||||||
|---|---|---|---|---|---|---|
| Investor | The name of subsidiaries | Business activity | June 30. 2019 |
December 31. 2018 |
June 30. 2018 |
Note |
| The Company | NANYA TECHNOLOGY CORP. U.S.A. | Sales of semiconductor products | 100.00 % | 100.00 % | 100.00 % | Note 3 |
| The Company | NANYA TECHNOLOGY CORP. Delaware |
Design of semiconductor products |
100.00% | 100.00 % | 100.00 % | Note 3 |
| The Company | NANYA TECHNOLOGY CORP. HK. | Sales of semiconductor products | $100.00 \%$ | 100.00 % | 100.00 % | Note 3 |
| The Company | NANYA TECHNOLOGY CORP. Japan | Sales of semiconductor products | 100.00 % | 100.00 % | 100.00 % | Note 3 |
| The Company | PEI JEN Co., Ltd. | General import and export business |
% | $\%$ | 100.00 % Note 1 and note 3 | |
| The Company | NANYA TECHNOLOGY INTERNATIONAL LTD. |
General investment business | 100.00 % | 100.00 % | $\frac{6}{6}$ ۰ |
Note 2 |
| NANYA TECHNOLOGY CORP. H.K. |
NANYA TECHNOLOGY CORP Europe GmbH |
Sales of semiconductor products | 100.00 % | 100.00 % | 100.00 % | Note 3 |
| NANYA TECHNOLOGY CORP H.K. |
NANYA TECHNOLOGY CORP. Shenzen |
Sales of semiconductor products | 100.00 % | $100.00 \%$ | 100.00 % | Note 3 |
- Note 1: Pei Jen Co. applied for the completion of its liquidation to the court in December 2018, resulting in the Company's to loss of control over Pei Jen Co..
- Note 2: The Company fully invested in its subsidiary, Nanya Technology International Ltd., in which the registration process had been completed in November 2018.
- Note 3: Company is a non-significant subsidiary, its financial statement have not been reviewed by independent auditors.
- Subsidiaries not included in the consolidated financial statements: None. $(ii)$
- Leases (Policy applicable from January 1, 2019) $(c)$
- Identifying a lease $(i)$
At inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group assesses whether:
- $-$ the contract involves the use of an identified asset this may be specified explicitly or implicitly, and should be physically distinct or represent substantially all of the capacity of a physically distinct asset. If the supplier has a substantive substitution right, then the asset is not identified; and
- -the Group has the right to obtain substantially all of the economic benefits from use of the asset throughout the period of use; and
- the Group has the right to direct the use of the asset. The Group has the right to direct the use of the asset when it has the decision-making rights that are most relevant to changing how and for what purpose the asset is used. In rare cases where the decision about how and for what purpose the asset is used is predetermined, the Group has the right to direct the use of an asset if either:
- the Group has the right to operate the asset; or
- the Group designed the asset in a way that predetermines how and for what purpose it will be used.
- (ii) As a lessee
The Group recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be reliably determined, the Group's incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate.
Lease payments included in the measurement of the lease liability comprise the following:
- fixed payments;
- variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date:
The lease liability is measured at amortized cost using the effective interest method. It is remeasured when:
- there is a change in future lease payments arising from the change in an index or rate; or
- -there is a change of its assessment on whether it will exercise a purchase, extension or termination option; or
- there is any lease modifications
When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-of-use asset has been reduced to zero.
When the lease liability is remeasured to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease, the Group accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any gain or loss relating to the partial or full termination of the lease.
The Group has elected not to recognize right-of-use assets and lease liabilities for short-term leases and leases of low-value assets. The Group recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.
$(iii)$ As a lessor
When the Group acts as a lessor, it determines at lease commencement whether each lease is a finance lease or an operating lease. To classify each lease, the Group makes an overall assessment of whether the lease transfers to the lessee substantially all of the risks and rewards of ownership incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then the lease is an operating lease. As part of this assessment, the Group considers certain indicators such as whether the lease is for the major part of the economic life of the asset.
The lessor recognizes a finance lease receivable at an amount equal to its net investment in the lease. Initial direct costs, such as lessors to negotiate and arrange a lease, are included in the measurement of the net investment. The lessor recognizes the interest income over the lease term based on a pattern reflecting a constant periodic rate of return on the lessor's net investment in the lease. The Group recognizes lease payments received under operating leases as income on a straight-line basis over the lease term as part of 'other income'.
$(d)$ Income taxes
The income tax expenses have been prepared and disclosed in accordance with paragraph B12 of International Financial Reporting Standards 34, Interim Reporting.
Income tax expenses for the period are best estimated by multiplying pre-tax income for the interim reporting period by the effective annual tax rate as forecasted by the management. This should be recognized fully as tax expense for the current period.
For a change in tax rate that is substantively enacted in an interim period, the effect of the change should immediately be recognized in the interim period in which the change occurs.
Employee benefits $(e)$
The pension cost in the interim period was calculated and disclosed on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior fiscal year.
Significant accounting assumptions and judgments, and major sources of estimation uncertainty: $(5)$
The preparation of the consolidated financial statements in conformity with the Regulations and IFRSs (in accordance with IAS 34 "Interim Financial Reporting" and endorsed by the FSC) requires management to make judgments, estimates and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income and expenses. Actual results may differ from these estimates.
The preparation of the consolidated interim financial statements, estimates and underlying assumptions are reviewed on an ongoing basis which are in conformity with the consolidated financial statements for the year ended December 31, 2018. For the related information, please refer to note 5 of the consolidated financial statements for the year ended December 31, 2018.
(6) Explanation of significant accounts:
Except for the following disclosures, there is no significant difference as compared with those disclosed in the consolidated financial statements for the year ended December 31, 2018. Please refer to Note 6 of the 2018 annual consolidated financial statements.
(a) Cash and cash equivalents
| June 30, 2019 |
December 31, 2018 |
June 30, 2018 |
|---|---|---|
| \$ 154 |
157 | 144 |
| 10,398,469 | 6,377,176 | 16,221,531 |
| 44,471,933 | 50,601,623 | 27,466,675 |
| 4,539,884 | 404,150 | 10,316,300 |
| 1,450,471 | 900 | 7,531,906 61,536,556 |
| \$ | 60,860,911 | 57,384,006 |
(b) Notes and accounts receivable
| June 30, 2019 |
December 31, 2018 |
June 30, 2018 |
|
|---|---|---|---|
| Notes receivable from operating activities | \$ | 481 | 4,212 |
| Accounts receivable-measured at amortized cost |
7,335,028 | 9,772,558 | 14,753,310 |
| $Less : Loss$ allowance | (9.298) | (9,274) | |
| 7,335,028 | 9,763,741 | 14,748,248 |
The Group applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for notes and accounts receivables. To measure the expected credit losses, notes and accounts receivables have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information, including macroeconomic and relevant industry information. The loss allowance provisions for notes and accounts receivable were determined as follows:
| June 30, 2019 | |||
|---|---|---|---|
| Due days | Notes and accounts receivables gross carrying amount |
Weighted average loss rate |
Loss allowance provision |
| Current | \$ 7,246,225 |
- | |
| 1 to 30 days past due | 85,292 | - | |
| 31 to 60 days past due | 1,398 | ۰ | |
| Over 91 days past due | 2,113 | ||
| 7,335,028 |
| Loss allowance |
|---|
| average loss provision |
| 2,088 |
| 6,899 |
| 49 |
| 15 |
| 247 |
| 9,298 |
| June 30, 2018 |
| Loss allowance average loss provision |
| 7,994 |
| 1,278 |
| $\overline{2}$ |
| 9,274 |
The movement in the allowance for notes and accounts receivable were as follows:
| For the six months ended June 30, |
||
|---|---|---|
| 2019 | 2018 | |
| Balance on January 1, | 9.298 | 8,859 |
| Reversal of impairment losses | (9, 438) | |
| Foreign exchange losses | 140 | 415 |
| Balance on June 30, | 9,274 |
(c) Inventories
| June 30, 2019 |
December 31, 2018 |
June 30, 2018 |
|
|---|---|---|---|
| Raw materials | 597,973 S |
598,067 | 520,934 |
| Work in progress | 7,100,380 | 5,870,118 | 5,714,272 |
| Finished goods | 10,196,401 | 5,699,552 | 2,141,612 |
| 17,894,754 | 12,167,737 | 8,376,818 |
The Group did not recognized any loss from devaluation or gain from recovery in the value of inventories for the three months and six months ended June 30, 2019 and 2018.
Investments accounted for using equity method $(d)$
The components of the investments accounted for using equity method were as follows:
| June 30, 2019 |
December 31, 2018 |
|
|---|---|---|
| Associates | 2,909,089 | 3,006,603 |
The related information of the major associate to the Group were as follows:
| Percentage of ownership | ||||
|---|---|---|---|---|
| Name of | Registration | June 30, | December 31, | |
| Associates | Nature of Relationship to the Group | Country | 2019 | 2018 |
| Formosa Advanced | It mainly engages in assembling and testing of | Taiwan | $19.00 \%$ | 19.00 % |
| Technologies Co., | module products, as well as in the research and | |||
| Ltd.(FATC) | development of integrated circuits. |
The fair value of major associates listed on the Stock Exchange were as follows:
| June 30, 2019 |
December 31, 2018 |
|
|---|---|---|
| Formosa Advanced Technologies Co., Ltd. | 15,743,111 | 14,062,667 |
The aggregated financial information of the major associate were as follows:
The financial information of FATC were as follows:
| June 30, 2019 |
December 31, 2018 |
|
|---|---|---|
| Current assets | \$ 7,081,112 |
6,792,443 |
| Non-current assets | 6,577,214 | 5,882,131 |
| Current liabilities | (2,141,692) | (1,231,815) |
| Non-current liabilities | (606,914) | (86, 280) |
| Net asset | 10,909,720 | 11,356,479 |
| Net asset contributed to FATC | 10,909,720 | 11,356,479 |
| For the three months ended June 30, 2019 |
For the six months ended June 30, 2019 |
||
|---|---|---|---|
| Operating revenue | 2,269,832 | 4,442,798 | |
| Profit | \$ 343,975 |
600,189 | |
| Other comprehensive income | (116, 823) | 58,608 | |
| Total comprehensive income | 227,152 | 658,797 | |
| Comprehensive income contributed to FATC | 227,152 | 658,797 | |
| For the six months ended June 30, 2019 |
|||
| Share of net assets of the major associate at January 1 | $\mathbf S$ | 2,157,732 | |
| Total comprehensive income contributed to the Group | 125,171 | ||
| Cash dividends contributed to the Group | (210, 056) | ||
| Share of net assets of major associate at June 30 | 2,072,847 | ||
| Add:Goodwill | 887,684 | ||
| Less: Unrealized profits on upsteam sales net assets of the associates | (51, 442) | ||
| Total carrying amount of the major associate | 2,909,089 |
(e) Loss control over subsidiaries
The Company had disposed 53.56% of its shares in Piece Makers, with a selling price of $(i)$ \$132,584; therefore, it lost control over Piece Makers on February 26, 2018. The Group recognized a gain on disposal of \$497 in profit or loss, which was included in other gains and losses.
The carrying amount of assets and liabilities of Piece Makers Technology Corp on February 26, 2018 were as follow:
| February 26, 2018 |
|
|---|---|
| Cash and cash equivalents | \$ 218,521 |
| Accounts receivable and other receivables | 54,228 |
| Inventories | 136,906 |
| Other current assets | 3,160 |
| Property, plant, and equipment | 3,892 |
| Other non-current assets | 666 |
| Accounts payable and other payables | (170, 752) |
| Other non-current liabilities | (6) |
| Carrying amount of net assets | 246,615 |
(Continued)
$\sim$
- (ii) Pei Jen Co., Ltd (hereinafter referred to as " Pei Jen" ), a subsidiary of the Company, had applied for the completion of its liquidation to the court on December 10, 2018, resulting in the Company's loss of control over Pei Jen. The Company included the distribution of the remaining properties from Pei Jen in its balance sheet, which consisted of cash and cash equivalents amounting to \$44,284, and other tax refund receivable amounting to \$12.
- $(f)$ Property, plant and equipment
| Cost: | Land | Building | Machinery and equipment |
Other equipment |
Under construction |
Total | |
|---|---|---|---|---|---|---|---|
| Balance as of January 1, 2019 | s | 1,013,924 | 7,740,635 | 180,746,435 | 1,132,778 | 13,886,443 | 204,520,215 |
| Additions | 981,560 | 26,902 | 1,098,757 | 2,107,219 | |||
| Disposals | (55, 149) | (4,738) | (59, 887) | ||||
| Reclassification | 416,922 | 12,357,709 | 14,395 | (12,789,026) | |||
| Effect of exchange rate change | 73 | (2,802) | 5,554 | 2,825 | |||
| Balance as of June 30, 2019 | 1,013,924 | 8,157,630 | 194,027,753 | 1,174,891 | 2,196,174 | 206,570,372 | |
| Balance as of January 1, 2018 | \$ | 1,013,924 | 7,502,631 | 172,719,912 | 1,133,770 | 1,778,293 | 184,148,530 |
| Additions | 1,628,009 | 8,460 | 2,442,668 | 4,079,137 | |||
| Disposals | (7,703) | (2, 589) | (10, 292) | ||||
| Disposal of a subsidiary | (60) | (23, 771) | (23, 831) | ||||
| Reclassification | 237,913 | 2,857,477 | 23,052 | (3, 118, 328) | 114 | ||
| Effect of exchange rate change | 86 | 1,766 | 1,560 | $\overline{a}$ | 3,412 | ||
| Balance as of June 30, 2018 | s | 1,013,924 | 7,740,630 | 177,199,401 | 1,140,482 | 1,102,633 | 188,197,070 |
| Accumulated depreciation / impairment: | |||||||
| Balance as of January 1, 2019 | \$ | 1,978,349 | 106,196,034 | 986,840 | 109, 161, 223 | ||
| Depreciation for the period | 157,018 | 6,667,600 | 19,325 | 6,843,943 | |||
| Reversal of impairment loss | (120, 322) | (120, 322) | |||||
| Disposals | (57, 825) | (1,763) | (59, 588) | ||||
| Reclassification | (10,292) | 10,292 | |||||
| Effect of exchange rate change | 54 | (337) | 2,782 | 2,499 | |||
| Balance as of June 30, 2019 | S | 2,135,421 | 112,674,858 | 1,017,476 | 115,827,755 | ||
| Balance as of January 1, 2018 | S | 1,676,927 | 95,179,932 | 1,049,791 | 97,906,650 | ||
| Depreciation for the period | 150,274 | 5,670,497 | 10,814 | 5,831,585 | |||
| Reversal of impairment loss | (100, 861) | (100, 861) | |||||
| Disposals | (7,703) | (2, 589) | (10, 292) | ||||
| Disposal of a subsidiary | (60) | (19, 879) | (19, 939) | ||||
| Reclassification | (10, 135) | 10,141 | 6 | ||||
| Effect of exchange rate change | 58 | 700 | 2,244 | 3,002 | |||
| Balance as of June 30, 2018 | 1,827,259 | 100,732,370 | 1,050,522 | 103,610,151 | |||
| Carrying amounts: | |||||||
| Balance as of June 30, 2019 | 1,013,924 | 6,022,209 | 81,352,895 | 157,415 | 2,196,174 | 90,742,617 | |
| Balance as of December 31, 2018 | 1,013,924 | 5,762,286 | 74,550,401 | 145,938 | 13,886,443 | 95,358,992 | |
| Balance as of June 30, 2018 | S | 1,013,924 | 5,913,371 | 76,467,031 | 89,960 | 1,102,633 | 84,586,919 |
Right-of-use assets $(g)$
| Land | |
|---|---|
| Cost: | |
| Balance at January 1,2019 | \$ |
| Effect of retrospective application | 300,605 |
| Change in an index of lease payment | (2,776) |
| Balance at June 30, 2019 | 297,829 |
| Accumulated depreciation: | |
| Balance at January 1, 2019 | \$ |
| Effect of retrospective application | |
| Depreciation for the period | 99,385 |
| Balance at June 30, 2019 | 99,385 |
| Carrying Amount: | |
| Balance at January 1, 2019 | |
| Balance at June 30, 2019 | 198.444 |
$(h)$ Lease receivables
On June 18, 2009, the Group signed an amended long term lease agreement with Inotera $(i)$ Memories, Inc. (its name was changed to Micron Technology Taiwan in March, 2017, referred to as "MTTW") on the lease of building, facilities and land located on 348, 348-1 and 348-3, Hwa Ya Section, Kueishan District, Taoyuan City. This amended lease agreement, which took effect retroactively from January 1, 2009, includes the renewal term. Initial lease term is from January 1, 2009 to December 31, 2018. However MTTW is entitled to renew this amended lease agreement for an unlimited number of consecutive additional terms of five years each, by providing a written notice with the intention to renew the lease term commencing from January 1, 2019. MTTW has completed the renewal of its lease agreement, with a written notice on December 13, 2018. In addition, MTTW has an exclusive option to purchase the leased assets for a total purchase price of USD50,000 thousand on and after January 1, 2024. Also, the rental receivable for the entire year of 2009 has been waived. Initial yearly rentals for the leased building (including facilities and land) were USD13,010 thousand and USD1,990 thousand, respectively from January 1, 2010 to December 31, 2018; the first yearly renewal rentals for the leased building (including facilities and land) will be USD8,010 thousand and USD1,990 thousand, respectively, from January 1, 2019 to December 31, 2023; the subsequent yearly renewal rentals for the leased building (including facilities and land) will be USD10 thousand and USD1,990 thousand commencing from January 1, 2024. The amended lease agreement for the building (including facilities) is treated as a capital lease because (a) the present value of the periodic rental payments made since the inception date is at least 90% of the market value of the leased assets and (b) the lease term is equal to 75% or more of the total estimated economic life of the leased assets. The land is treated as an operating lease.
(ii) The total lease receivable from the capital lease of the building (including facilities) was \$5,185,620; the implicit interest rate was 10.56%. The cost of the leased assets at the beginning of the lease period was \$2,656,223. The difference was recognized as unrealized interest revenue of \$2,529,397. For the three months and six months ended June 30, 2019 and 2018, the Group recognized the interest revenue of \$24,742, \$30,929, \$50,548 and \$63,824, respectively, from the amortization of unrealized interest revenue.
The details of lease receivables were as follows:
| June 30, 2019 | December 31, 2018 | June 30, 2018 | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Gross investment in the lease |
Unearned finance income |
Present value of minimum lease payments |
Gross investment receivable in the lease |
Unearned finance income |
Present value of minimum lease payments |
Gross investment receivable in the lease |
Unearned finance income |
Present value of minimum lease payments receivable |
||
| Less than one year | 264,331 S. |
87,763 | 176,568 | 264,331 | 96,730 | 167,601 | 346,830 | 106.302 | 240,528 | |
| Between one and five years | 925,154 | 139,838 | 785,316 | 1,057,320 | 181,420 | 875,900 | 1,057,320 | 225,902 | 831,418 | |
| More than five years | 132,165 | 1,699 | 130,466 | |||||||
| Sub-total | \$1,189,485 | 227,601 | 961,884 | 1,321,651 | 278,150 | 1,043,501 | 1,536,315 | 333,903 | 1,202,412 | |
| Current | 176,568 \$ |
167,601 | 240,528 | |||||||
| Non-current | 785,316 | 875,900 | 961,884 | |||||||
| 961,884 | 1,043,501 | 1,202,412 | ||||||||
| 11 $\sim$ |
$(i)$ Bonds Payable
| June 30, 2019 |
December 31, 2018 |
June 30, 2018 |
|||
|---|---|---|---|---|---|
| Issuance of unsecured overseas convertible bonds |
\$ | 14,267,000 | 14,267,000 | ||
| Conversion of convertible bonds to ordinary shares |
(14,267,000) | (14,267,000) | |||
| S | |||||
| For the three months ended | June 30, | For the six months ended June 30, |
|||
| 2019 | 2018 | 2019 | 2018 | ||
| Embedded derivatives-call and put options and conversion rights re- measured at fair value through loss (included |
|||||
| other gain and losses) | S | 140,266 |
| Item | The first unsecured overseas convertible bond |
|---|---|
| 1. Issue amount | USD 500,000 thousand |
| 2. Issue par value | USD 200 thousand |
| 3. Issue period | $2017.1.24 \sim 2022.1.24$ |
| 4. Bond expiration | 5 years |
| 5. Coupon rate | 0% |
| 6. Conversion price | TWD 52.47 dollars |
| 7. Conversion period | The bondholder has the right to convert any bonds into shares that are subject to the terms set forth in the contract. The bonds are convertible anytime after 40 day from the issuance date (excluding the issuance date itself). |
| 8. Put option of bond holders | (A)Each bondholder may require the Company to redeem, in whole or in part, the convertible bonds at an amount, hereinafter referred to as "Early Redemption Amount" (ERA), calculated at par value, plus, interest compensation, which is calculated semi- annually at the rate of 1.75% per annum, after 3 years from the issuance date (excluding the issuance date itself). |
| (B) Each bondholder may redeem in advance, in whole or in part, the convertible bond if the Company is delisted from the Taiwan stock exchange. |
|
| (C) Each bondholder may redeem in advance, in whole or in part, the convertible bonds if the Company meets all the conditions on the changes in its rights of control in the contract. |
|
| 9. Call option of issuer | (A) The issuer may redeem, in whole or in part, the convertible bonds at the ERA if the closing price of the Company's shares which translated into US dollars at the prevailing rate for a period of 20 trading days in any period of 30 consecutive trading days is above 130 percent of the ERA multiplied the conversion ratio and divided by par value. |
| (B) The issuer may redeem its outstanding convertible bonds at their Early Redemption Amount if more than 90 per cent, in principal, of the amount of the bonds have already been converted, redeemed, repurchased or cancelled. |
|
| (C) The issuer may redeem, in whole or in part, or the convertible bonds at their Early Redemption Amount if the Company has become obliged to pay the additional interests and costs as a result of any changes in, or amendment to, the laws or regulations of the ROC. |
23
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The host contract debt instruments and derivative conversion rights instruments were included in convertible bond, the host contract are measured at an effective annual rate equal to 1.6593%; the derivative conversion rights instruments are measured at fair value recognized in profit or loss. The Company approved to distribute its cash dividends for 2016 in the general meeting of stockholders held on May 26, 2017. As a result, the conversion price decreased to \$50.94 dollars since June 26, 2017 (ex-dividend date).
Because the bondholders had exercised the entire conversion rights, the first unsecured overseas convertible bond issued by the Company had been fully converted in the first quarter of 2018.
$(i)$ Lease liabilities
| June 30, 2019 | |||||
|---|---|---|---|---|---|
| Future minimum lease |
Present Value of minimum |
||||
| payments | Interest | lease payments | |||
| Less than one year | 200.673 | 1.528 | 199,145 |
The Group recognized its lease liability amounting to $$300,605$ , at the interest rate of 1.41%, upon the date of its initial application adapted on January 1, 2019, with a lease period maturing in June 2020.
The amount recognized in profit or loss were as follows:
| For the three | For the six | ||
|---|---|---|---|
| months ended | months ended | ||
| June 30, 2019 | June 30, 2019 | ||
| Interest on lease liabilities | 821 | 1.818 | |
| Expense relating to short-term and low-value lease assets | 18.581 | 33,445 |
The amount recognized in the statement of cash flows of the Group was as follows:
| For the six | |
|---|---|
| months ended | |
| June 30, 2019 | |
| Total cash outflow for leases | 116.340 |
Land lease $(i)$
As of June 30, 2019, the Group leases its land with a period of 3 years. The lease included an option to terminate, which are exercisable only by the Group and not by the lessors. The lease payment changes annually based on a local price index.
(ii) Other lease
The Group leases parking lots and office spaces with contract terms ranging from one to five years. These leases are short-term or with low-value items. The Group applied the recognition exemptions and elected not to recognize its right-of-use assets and lease liabilities for these leases.
Employee benefits $(k)$
Defined benefit plan $(i)$
Management believes that there was no material volatility of the market, no material reimbursement and settlement or other material one-time events since prior fiscal year. As a result, the pension cost in the accompanying interim period was measured and disclosed according to the actuarial report as of December 31, 2018 and 2017.
The expenses recognized in profit or loss for the Group were as follows:
| For the three months ended June 30, |
For the six months ended June 30, |
||||
|---|---|---|---|---|---|
| 2019 | 2018 | 2019 | 2018 | ||
| Operating cost | 1.946 | 1.995 | 3,864 | 3,951 | |
| Operating expenses | 1.021 | 969 | 2,067 | .974 | |
| Total | 2.967 | 2,964 | 5,931 | 5,925 |
$(ii)$ Defined contribution plans
The Group's expenses under the pension plan cost to the Bureau of local government were as follows:
| For the three months ended June 30, |
For the six months ended June 30, |
|||||
|---|---|---|---|---|---|---|
| 2019 | 2018 | 2019 | 2018 | |||
| Operating cost | S | 23,408 | 21,408 | 45,470 | 42,301 | |
| Operating expenses | 16,216 | 13,719 | 33,806 | 29,733 | ||
| Total | ъ | 39,624 | 35,127 | 79,276 | 72,034 |
$\Lambda$ Income tax
The Group's income tax expenses were as follows:
| For the three months ended June 30, |
For the six months ended June 30, |
|||||
|---|---|---|---|---|---|---|
| 2019 | 2018 | 2019 | 2018 | |||
| Current tax expense | ||||||
| Current period | S | 418,830 | 2,366 | 419,276 | 3,547 | |
| Surtax on undistributed earnings |
187,965 | 2,187,695 | 187,965 | 2,187,695 | ||
| Deferred tax expense | 49,924 | 49,924 | ||||
| Tax expense | 656,719 | 2,190,061 | 657,165 | 2,191,242 |
The Group's tax expense recognized in other comprehensive income were as follows: $(i)$
| For the three months ended June 30, |
For the six months ended June 30, |
||||
|---|---|---|---|---|---|
| 2019 | 2019 | 2019 | 2018 | ||
| Items that could not be reclassified subsequently to profit or loss: |
|||||
| Remeasurement of net defined benefit |
|||||
| plan | 2,147 | 2,571 |
- (ii) The Company's tax returns have been examined by the ROC tax authority through 2016.
- (m) Capital and other equity
Except as described below, there was no material change in equity for the six months ended June 30, 2019 and 2018. Please refer to Note 6(o) of the consolidated financial statements as of and for the year ended December 31, 2018 for the related detail disclosures on equity.
Ordinary Share $(i)$
On February 27, and May 10, 2019, the Company's board of directors approved to issue the Company's ordinary shares deriving from the exercise of employee share options. The Company had issued 313 thousand and 89 thousand ordinary shares at par value, respectively, with an issuing prices of \$33.1 per share, which totaled \$4,020. All issued shares were paid up upon issuance and the related process for registration had been completed.
For the second quarter of 2019, the Company's ordinary shares were derived from the exercise of employee share options. Accordingly, the Company had issued 18,320 thousand ordinary shares, at issuing prices of \$33.1 per share, which totaled \$606,392, which was recognized as advance receipts for share capital as of June 30, 2019.
(ii) Capital surplus
| June 30, 2019 |
December 31, 2018 |
June 30, 2018 |
||
|---|---|---|---|---|
| Premium from the issuance of stock | S | 28,557,335 | 30,712,310 | 29,654,480 |
| Employee stock option plans | 2,667,441 | 2,844,690 | 2,672,994 | |
| Expired employee stock option plans | 262,499 | |||
| Change in equity of associates accounted | ||||
| for using equity method | ||||
| S | 31,487,280 | 33,557,005 | 32, 327, 474 |
(iii) Retain earning
According to the Company's Articles of Incorporation, the Company's annual net profit, after providing for income tax and covering the losses of previous years, is first set aside for legal reserve at the rate of 10% thereof until the accumulated balance of legal reserve equals the total issued capital and any special reserves pursuant to relevant laws and regulations. The remainder, plus the undistributed earnings of the previous vears, are distributed or left undistributed for business purposes according to the resolution of the stockholders' dividend distribution plan, which are initially proposed by the board of directors and adopted by the shareholders in the annual stockholders' meeting.
As it belongs to a highly capital intensive industry with strong growth potential, the Company adopts a dividend distribution policy which is in line with its plans for product line expansion and the demand of fund. This policy requires that the distribution of cash dividends shall be equal to at least fifty percent (50%) of the Company's total dividend distribution every year.
$1)$ Legal reserve
In accordance with the ROC Company Act, 10% of net income should be set aside as legal reserve, until it is equal to share capital. When the Group incurs no loss, it may, in pursuant to a resolution to be adopted by a shareholders' meeting, distribute its legal reserve by issuing new shares or by cash. Only the portion of legal reserve which exceeds 25 percent of the paid-in capital may be distributed.
$2)$ Special Reserve
In accordance with Ruling No. 1010012865 issued by the FSC on April 6, 2012, a portion of current-period earnings and undistributed prior-period earnings shall be reclassified as special earnings reserve during earnings distribution. The amount to be reclassified should equal the current-period total net reduction of other shareholders' equity. Similarly, a portion of undistributed prior-period earnings shall be reclassified as special earnings reserve (and does not qualify for earnings distribution) to account for cumulative changes to other shareholders' equity pertaining to prior periods. Amounts of subsequent reversals pertaining to the net reduction of other shareholders' equity shall qualify for additional distributions.
Earrings distribution $3)$
Earnings distribution for 2018 and 2017 were approved by the general meetings of shareholders were held on May 30, 2019 and May 24, 2018, respectively. The relevant dividend distributions to shareholders were as follows:
| 2018 | For the year ended December 31, | ||
|---|---|---|---|
| Dividends per share |
Amount | ||
| Dividends attributable to ordinary shareholders: | |||
| Cash dividends | S | 7.11 | 21,700,000 |
| 2017 | For the year ended December 31, | ||
|---|---|---|---|
| Dividends attributable to ordinary shareholders: | Dividends per share |
Amount | |
| Cash dividends | S | 3.51 | 10,879,288 |
(iv) Treasury shares
The Company repurchased shares from the securities exchange market based on section $28(2)$ of the Securities and Exchange Act and the movement in treasury shares were as follows:
| Reasons for repurchase of shares | |||||||
|---|---|---|---|---|---|---|---|
| Transferring to employees | Protecting the Company's integrity and shareholders' equity |
Total | |||||
| thousand shares |
Amount | thousand shares |
Amount | thousand shares |
Amount | ||
| Balance as of January 1, 2019 | 20.000S | 1,146,932 | 30,445 | 1,635,743 | 50,445 | 2,782,675 | |
| Repurchase for the period | 19.691 | 1.029.878 | 19.691 | 1,029,878 | |||
| Retirement for the period | (50, 136) | (2,665,621) | (50, 136) | (2,665,621) | |||
| Balance as of June 30, 2019 | $20,000$ \$ | 1,146,932 | 20,000 | 1,146,932 |
On February 27, 2019, the Company's board of directors approved to retire 50,136 thousand treasury shares, resulting in a decrease in ordinary shares amounting to \$501,360. The Company recognized the decrease in capital surplus of \$2,164,261, with the same record date as the capital reduction, due to the book value being higher than the par value of the treasury shares. The related process for registration had been completed.
In accordance with the requirements of Securities and Exchange Act, treasury shares held by the Company should not be pledged, and do not hold any shareholder rights before their transfer.
$(v)$ Other equity (net of tax)
| Exchange differences on translation of foreign financial statements |
Unrealized losses from financial assets measured at fair value through other comprehensive income |
Total | ||
|---|---|---|---|---|
| Balance as of January 1, 2019 | \$ (179, 736) |
(94,098) | (273, 834) | |
| Exchange differences on translation of foreign financial statements |
350,507 | 350,507 | ||
| Unrealized gains from financial of assets measured at fair value through other comprehensive income, associates |
||||
| accounted for using equity method | 11,136 | 11,136 | ||
| Balance as of June 30, 2019 | 170.771 | (82,962) | 87,809 |
(Continued)
| Exchange differences on translation of foreign financial statements |
Unrealized losses from financial assets measured at fair value through other comprehensive income |
Total | |||
|---|---|---|---|---|---|
| Balance as of January 1, 2018 | \$ | (39, 163) | - | (39, 163) | |
| Exchange differences on translation of foreign financial statements |
12,208 | 12,208 | |||
| Balance as of June 30, 2018 | (26,955) | (26,955) |
$(n)$ Share-based payment
Except as described below, there was no material change on the share-based payment transactions for six months ended June 30, 2019 and 2018. Please refer to Note $6(p)$ of consolidated financial statements as of and for the year ended December 31, 2018 for related disclosures on share-based payment transactions.
Relevant information of employee stock option plans $(i)$
The Company:
| For the six months ended June 30, | |||||||
|---|---|---|---|---|---|---|---|
| 2019 | 2018 | ||||||
| Weighted- average exercise (price TWD) |
Number of options (Thousand Units) |
Weighted- average exercise (price TWD) |
Number of options (Thousand Units) |
||||
| Outstanding at January 1, | \$ | 34.49 | 109.382 | 35.34 | 155,374 | ||
| Options granted | 33.10 | (18, 526) | 34.30 | (41,018) | |||
| Options expired | 35.60 | (60, 367) | ۰ | ||||
| Options forfeited | 33.15 | (464) | 35.23 | (1,807) | |||
| Outstanding at June 30, | 33.14 | 30,025 | 35.72 | 112,549 | |||
| Options exercisable at June 30, | 33.12 | 6,873 | 36.72 | 65,112 |
(ii) Compensation cost
| For the three months ended June 30, |
For the six months ended June 30, |
||||
|---|---|---|---|---|---|
| 2019 | 2018 | 2019 | 2018 | ||
| Compensation cost arising from share options granted to employees |
40,663 э |
480,091 | 85,250 | 545,960 |
(o) Earnings per share
| June 30, | For the three months ended | For the six months ended June 30, |
||||
|---|---|---|---|---|---|---|
| 2019 | 2018 | 2019 | 2018 | |||
| Basic earnings per share: | ||||||
| Net profit attributable to the | ||||||
| Company | S | 2,747,927 | 11,309,831 | 6,333,933 | 18,536,761 | |
| Weighted-average number of ordinary shares outstanding |
||||||
| (basic) | 3,039,514 | 3,075,379 | 3,037,276 | 3,051,949 | ||
| Basic earnings per share (dollar) \$ | 0.90 | 3.68 | 2.09 | 6.07 | ||
| Diluted earnings per share: | ||||||
| Net profit attributable to the | ||||||
| Company (basic) | S | 2,747,927 | 11,309,831 | 6,333,933 | 18,536,761 | |
| Weighted-average number of ordinary shares (basic) |
3,039,514 | 3,075,379 | 3,037,276 | 3,051,949 | ||
| Effect of employee share option |
22,767 | 86,157 | 25,521 | 88,249 | ||
| Effect of employee remuneration |
5,753 | 18,281 | 14,746 | 23,562 | ||
| Weighted-average number of ordinary shares (diluted) |
3,068,034 | 3,179,817 | 3,077,543 | 3,163,760 | ||
| Diluted earnings per share (dollar) |
S | 0.90 | 3.56 | 2.06 | 5.86 |
Revenue from contracts with customers $(p)$
$(i)$ Disaggregation of revenue
| For the three months ended June 30, 2019 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Japanese department |
USA department |
Manufacturing department |
Other department |
Total | |||||
| Primary geographic markets: | |||||||||
| Taiwan | \$ | 2,557 | 88,336 | 5,405,358 | 22,246 | 5,518,497 | |||
| Turkey | 51,749 | 51,749 | |||||||
| Japan | 350,672 | 350,672 | |||||||
| Malaysia | 193,089 | 3.280 | 196,369 | ||||||
| Korea | 60,780 | 799 | 49,985 | 111,564 | |||||
| China | 409,971 | 662,657 | 4,042,697 | 404,772 | 5,520,097 | ||||
| USA | 39,888 | 31,984 | 71,872 | ||||||
| Thailand | 12,767 | 74,523 | 47,773 | 135,063 | |||||
| Other countries | 95,601 | 35,362 | 87,294 | 266,651 | 484,908 | ||||
| S | 932,348 | 1,094,654 | 9,668,371 | 745,418 | 12,440,791 | ||||
| Major products/services line: | |||||||||
| Dynamic Random Access Memory (DRAM) |
-\$ | 932,348 | 1,094,373 | 9,628,791 | 745,418 | 12,400,930 | |||
| Other | 281 | 39,580 | 39,861 | ||||||
| S | 932,348 | 1,094,654 | 9,668,371 | 745,418 | 12,440,791 |
(Continued)
| For the three months ended June 30, 2018 | |||||||
|---|---|---|---|---|---|---|---|
| Japanese department |
USA department |
Manufacturing department |
Other department |
Total | |||
| Primary geographic markets: | |||||||
| Taiwan | \$ | 1,770 | 58,862 | 10,960,238 | 40,048 | 11,060,918 | |
| Turkey | 116,572 | 116,572 | |||||
| Japan | 433,992 | 433,992 | |||||
| Malaysia | 145,094 | 149,524 | 294,618 | ||||
| Korea | 62,177 | 294 | 87,090 | 149,561 | |||
| China | 431,060 | 2,574,649 | 8,096,176 | 519,854 | 11,621,739 | ||
| Other countries | 86,987 | 82,606 | 352,834 | 392,390 | 914,817 | ||
| S | 1,015,986 | 2,861,505 | 19,645,862 | 1,068,864 | 24,592,217 | ||
| Major products/services line: | |||||||
| Dynamic Random Access Memory (DRAM) |
\$ | 1,015,986 | 2,861,505 | 19,613,346 | 1,063,744 | 24,554,581 | |
| Other | 37,636 | 37,636 | |||||
| S | 1,015,986 | 2,861,505 | 19,650,982 | 1,063,744 | 24,592,217 | ||
| For the six months ended June 30, 2019 | |||||||
| Japanese department |
USA department |
Manufacturing department |
Other department |
Total | |||
| Primary geographic markets: | |||||||
| Taiwan | \$ | 7,106 | 122,065 | 10,524,005 | 48,916 | 10,702,092 | |
| Turkey | 117,729 | 117,729 | |||||
| Japan | 955,662 | 955,662 | |||||
| Malaysia | 425,514 | 14,779 | 440,293 | ||||
| Korea | 189,218 | 17,331 | 118,800 | 325,349 | |||
| China | 779,437 | 991,615 | 7,185,182 | 762,935 | 9,719,169 | ||
| USA | 96,724 | 70,037 | 166,761 | ||||
| Thailand | 44,691 | 211,854 | 138,215 | 394,760 | |||
| Other countries | 123,971 | 96,638 | 181,328 | 588,844 | 990,781 | ||
| \$ | 2,100,085 | 1,961,741 | 18,232,346 | 1,518,424 | 23,812,596 | ||
| Major products line: | |||||||
| Dynamic Random Access Memory (DRAM) |
\$ | 2,100,085 | 1,961,183 | 18,155,480 | 1,518,424 | 23,735,172 | |
| Other | 558 | 76,866 | 77,424 | ||||
| \$ | 2,100,085 | 1,961,741 | 18,232,346 | 1,518,424 | 23,812,596 |
| For the six months ended June 30, 2018 | |||||
|---|---|---|---|---|---|
| Japanese department |
USA department |
Manufacturing department |
Other department |
Total | |
| Primary geographic markets: | |||||
| Taiwan | \$ 4,556 |
85,965 | 18,741,595 | 87,982 | 18,920,098 |
| Turkey | 424,151 | 424,151 | |||
| Japan | 1,102,647 | 1,609 | 1,104,256 | ||
| Malaysia | 422,240 | 283,395 | 12,610 | 718,245 | |
| Korea | 124,351 | 294 | 334.581 | 1.715 | 460,941 |
| China | 771,982 | 3,590,977 | 14,652,357 | 1,113,187 | 20,128,503 |
| Other countries | 141,571 | 196,675 | 604,740 | 690,476 | 1,633,462 |
| 2,145,107 | 4,296,151 | 34,616,668 | 2,331,730 | 43,389,656 | |
| Major products line: | |||||
| Dynamic Random Access \$ Memory (DRAM) |
2,145,107 | 4.296,151 | 34.547.739 | 2,331,730 | 43,320,727 |
| Other | 68,929 | 68,929 | |||
| 2,145,107 | 4,296,151 | 34,616,668 | 2,331,730 | 43,389,656 | |
$(i)$ Contract balances
| June 30, 2019 |
December 31, 2018 |
June 30, 2018 |
||
|---|---|---|---|---|
| Notes receivable from operating activities |
\$ | 481 | 4,212 | |
| Accounts receivable | 7,335,028 | 9,772,558 | 14,753,310 | |
| Less: allowance for impairment | (9,298) | (9,274) | ||
| Total | S | 7,335,028 | 9,763,741 | 14,748,248 |
For details on notes and accounts receivable, and loss allowance for impairment, please refer to note $6(b)$ .
Remuneration to employees $(q)$
According to the Company's articles of incorporation, if the Company makes a profit, it should appropriate for employee remuneration to employees which is calculated based on 1% to 12% of the Company's net income before tax before deduction of employee remuneration to employees and after offsetting accumulated deficits, if any, should be distributed as employee remuneration to employees. Employees who are entitled to receive the above mentioned employee remuneration to employees, in shares or cash, include the employees of the subsidiaries of the Company who meet certain specific requirements.
The estimated employee remuneration which was charged to profit or loss under operating costs or expense amounted to $$151,785$ , $$941,104$ , $$371,087$ and $$1,520,949$ for the three months and six months ended June 30, 2019 and 2018, respectively. This employee remuneration to employees was estimated based on the Company's net income before tax before deducting any employee remuneration, according to the earnings allocation method as stated under the Company's articles of association. If there is any difference between the actual amounts and the estimated amounts of employee remuneration to employees after the financial reports are issued, the management of the Company is expecting that the differences will be treated as a changes in accounting estimates and recognized through profit or loss in the following year.
The estimated employee remuneration to employees which was charged to profit or loss under operating costs or expense amounted to \$1,740,000 for the year ended 2018, which is same as the amount approved by the Company's board of directors.
The difference between the estimated employee remuneration, which was stated in the financial statement for the year ended December 31, 2017, and the amount of actual distributions in 2018, amounted to \$1,362,183. The Company recognized difference of \$1,830 in profit or loss in 2018. The related information can be obtained from the Market Observation Post System website.
- Non-operating income and expenses $(r)$
- $(i)$ Other incomes
| For the three months ended June 30, |
For the six months ended June 30, |
|||||
|---|---|---|---|---|---|---|
| 2019 | 2018 | 2019 | 2018 | |||
| Interest income | ||||||
| Bank deposits and short-term notes |
\$ | 333,773 | 168,730 | 702,299 | 371,462 | |
| Financial lease | 24,742 | 30,929 | 50,548 | 63,824 | ||
| S | 358,515 | 199,659 | 752,847 | 435,286 |
(ii) Other gains and losses
| For the three months ended | For the six months ended | ||||
|---|---|---|---|---|---|
| June 30, | June 30, | ||||
| 2019 | 2018 | 2019 | 2018 | ||
| Foreign exchange gains \$ | 25,315 | 1,767,705 | 116,546 | 589,672 | |
| Net loss on financial liabilities at fair value |
|||||
| through profit or loss | (281, 107) | ||||
| Gain on disposal of a subsidiary |
497 | ||||
| Reversal of impairment gain (loss) on non- financial assets |
120,322 | (4, 542) | 120,322 | 100,861 | |
| (Loss) gain on disposals of property, plant and |
|||||
| equipment | (293) | (287) | 46 | ||
| Others | 32,478 | 26,991 | 68,138 | 58,176 | |
| 177,822 S |
1,790,154 | 304,719 | 468,145 |
(iii) Finance costs
| For the three months ended June 30, |
For the six months ended June 30, |
|||||
|---|---|---|---|---|---|---|
| 2019 | 2018 | 2019 | 2018 | |||
| Bank loans | \$ | 26 | ||||
| Amortization interest of overseas convertible bond |
5,105 | |||||
| Financing from other related parties |
32 | 116 | 78 | 235 | ||
| Amortization interest of lease liabilities |
821 | 1,818 | ||||
| Others | 48 | 49 | 95 | 97 | ||
| 901 | 165 | 1,991 | 5.463 |
$(s)$ Financial instruments
Except for the contention mentioned below, there was no significant change in the fair value of the Group's financial instruments and degree of exposure to credit risk, liquidity risk and market risk arising from financial instruments. For the related information, please refer to note $6(w)$ of the consolidated financial statements for the year ended December 31, 2018.
$(i)$ Liquidity risk
The following are the remaining contractual maturities at the end of the reporting period of financial liabilities, including estimated interest payments but excluding the impact of netting agreements:
| Carrying amount |
Contractual cash flow |
Within 6 months |
6-12months | 1-2years | 2-5years | Over 5 years | ||
|---|---|---|---|---|---|---|---|---|
| June 30, 2019 | ||||||||
| Non-derivative financial liabilities | ||||||||
| Financing from other related parties | s | 3,609 | 3,738 | 65 | 3,673 | |||
| Accounts payable (including related parties) | 2,437,404 | 2,437,404 | 2,437,404 | |||||
| Other payables (including related parties) | 31,300,723 | 31,300,723 | 31,300,723 | |||||
| Lease liabilities | 199,145 | 200,673 | 100,337 | 100,336 | ||||
| S | 33,940,881 | 33,942,538 | 33,838,529 | 104,009 | ||||
| December 31, 2018 | ||||||||
| Non-derivative financial liabilities | ||||||||
| Financing from other related parties | \$ | 7,625 | 8,046 | 211 | 7,835 | |||
| Accounts payable (including related parties) | 4,579,702 | 4,579,702 | 4,579,702 | |||||
| Other payable (including related parties) | 9,718,109 | 9,718,109 | 9,718,109 | |||||
| s | 14,305,436 | 14,305,857 | 14,298,022 | 7,835 | ||||
| June 30, 2018 | ||||||||
| Non-derivative financial liabilities | ||||||||
| Financing from other related parties | \$ | 12,556 | 12,990 | 261 | 12,729 | |||
| Accounts payable (including related parties) | 3,220,559 | 3,220,559 | 3,220,559 | |||||
| Other payables (including related parties) | 20,800,170 | 20,800,170 | 2,800,170 | |||||
| s | 24,033,285 | 24,033,719 | 6,020,990 | 12,729 |
It is not expected that the cash flows included in the maturity analysis could occur significantly earlier, or at significantly different amounts.
Currency risk $(ii)$
Exposure to currency risk $\left| \right|$
The Group's significant exposure to foreign currency risk was as follows:
| June 30, 2019 | December 31, 2018 | June 30, 2018 | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Financial assets: | Foreign currency (in thousands) |
Exchange rate (dollars) |
New Taiwan Dollars |
Foreign currency (in thousands) |
Exchange rate (dollars) |
New Taiwan Dollars |
Foreign currency (in thousands) |
Exchange rate (dollars) |
New Taiwan Dollars |
| Monetary items | |||||||||
| USD | \$ 368,433 |
31,072 | 11,447,950 | 1,565,831 | 30.733 | 48,122,684 | 1,228,449 | 30.500 | 37,467,695 |
| JPY | 553,632 | 0.2877 | 159,280 | 3,219,721 | 0.2772 | 892,507 | 1,765,393 | 0.2765 | 488,131 |
| EUR | 28 | 35,2575 | 987 | 7 | 35.167 | 246 | 21 | 35.3440 | 742 |
| Financial liabilities: | |||||||||
| Monetary items | |||||||||
| USD | 100,280 | 31.072 | 3,115,900 | 135,655 | 30.733 | 4,169,085 | 126,181 | 30.500 | 3,848,521 |
| JPY | 1,681,530 | 0.2877 | 483,776 | 2,644,019 | 0.2772 | 732,922 | 1,120,416 | 0.2765 | 309,795 |
| EUR | 502 | 35,2575 | 17,699 | 4,387 | 35,167 | 154,278 | 789 | 35.3440 | 27,886 |
The Group's exposure to foreign currency risk arises from the translation of the foreign currency exchange fluctuations on cash and cash equivalents, accounts receivable, accounts payable and other payable (including related parties) which are denominated in different foreign currencies. A 1% depreciation of the TWD against the USD, EUR, JPY, as of June 30, 2019 and 2018 would have increased the net income before tax by \$79,908 and \$337,704 for the six months ended June 30, 2019 and 2018, respectively. This analysis assumes that all other variables remain constant and ignores any impact of forecasted sales and purchases. The analysis is performed on the same basis as prior year.
Since the Group has many kinds of functional currency, the information on foreign exchange loss on monetary items is disclosed by total amount. For the six months ended June 30, 2019 and 2018, foreign exchange gain (including realized and unrealized portions) amounted to \$116,546 and \$589,672, respectively.
$2)$ interest rate analysis
Please refer to the notes on liquidity risk management and interest rate exposure of the Group's financial liabilities.
The following sensitivity analysis is based on the exposure to the interest rate risk of derivative and non-derivative financial instruments on the reporting date. Regarding liabilities with variable interest rates, the analysis is based on the assumption that the amount of liabilities outstanding at the reporting date was outstanding throughout the year. The rate of change is expressed as the interest rate increases by 1% when reporting to management internally, which also represents the Group management's assessment of the reasonably possible interest rate change.
If the interest rate had increased by 1 basis points, the Group's net income would have increased or decreased by \$36 and \$125 for the six months ended June 30, 2019 and 2018 with all other variable factors remaining constant. This is mainly due to the Group's borrowing at variable rates and investment in variable-rate bills.
- (iii) Fair value of financial instruments
- $1)$ Types and fair value of financial instruments
The fair value of financial liabilities was measured at recurring fair value. The carrying amount and fair value of the Group's financial assets and liabilities, including the information on fair value hierarchy were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, disclosure of fair value information is not required :
June 30, 2019
| Fair Value | ||||||
|---|---|---|---|---|---|---|
| Book Value | Level 1 | Level 2 | Level 3 | Total | ||
| Financial assets measured at amortized cost |
||||||
| Cash and cash equivalents | S | 60,860,911 | ||||
| Notes and accounts Receivable | 7,335,028 | |||||
| Other receivables (including related parties) |
1,874,850 | |||||
| Lease payments receivable (including current portion) |
961,884 | |||||
| Total | s | 71,032,673 | ||||
| Financial liabilities measured at amortized cost |
||||||
| Accounts payable (including related parties) |
\$ | 2,437,404 | ||||
| Other payables (including related parties) |
31,304,332 | |||||
| Lease liabilities-current | 199,145 | |||||
| Total | s | 33,940,881 | ||||
| December 31, 2018 | ||||||
| Fair Value | ||||||
| Book Value | Level 1 | Level 2 | Level 3 | Total | ||
| Financial assets measured at amortized cost | ||||||
| Cash and cash equivalents | \$ | 57,384,006 | ||||
| Notes and accounts receivable, net | 9,763,741 | |||||
| Other receivables | 1,145,510 | |||||
| Lease payments receivable (including current position) |
1,043,501 | |||||
| Total | 69,336,758 | |||||
| Financial liabilities measured at amortized cost |
||||||
| Accounts payable (including related parties) |
\$ | 4,579,702 | ||||
| Other payables (including related parties) |
9,725,734 | |||||
| Total | 14,305,436 |
35
| June 30, 2018 | |||||||
|---|---|---|---|---|---|---|---|
| Fair Value | |||||||
| Book Value | Level 1 | Level 2 | Level 3 | Total | |||
| Financial assets measured at amortized cost |
|||||||
| Cash and cash equivalents | S | 61,536,556 | |||||
| Notes and accounts receivable, net | 14,748,248 | ||||||
| Other receivables | 726,718 | ||||||
| Lease payments receivable (including current portion) |
1,202,412 | ||||||
| Total | \$ | 78,213,934 | |||||
| Financial liabilities measured at amortized cost |
|||||||
| Accounts payable (including related parties) |
\$ | 3,220,559 | |||||
| Other payables (including related parties) |
20,812,726 | ||||||
| Total | 24,033,285 |
Valuation techniques for financial instruments not measured at fair value 2)
The Group's valuation techniques and assumptions used for financial instruments not measured at fair value are as follows:
Financial assets and liabilities measured at amortized cost. $a)$
If there is quoted price generated by transactions, the recent transaction price and quoted price data is used as the basis for fair value measurement.
However, if no quoted prices are available, the fair value is determined by discounted cash flows, using estimation and assumptions under existing market conditions which are obtainable by the Company.
- There were no transfers from financial assets for the six months ended June 30, 2019 and $3)$ 2018.
- $(t)$ Financial risk management
There were no significant changes in the Group's financial risk management and policies as disclosed in Note $6(y)$ of the consolidated financial statements for the year ended December 31, 2018.
$(u)$ Capital management
Management believes that the objectives, policies and processes of capital management of the Group has been applied consistently with those described in the consolidated financial statements for the year ended December 31, 2018. Also, management believes that there were no significant changes in the Group's capital management information as disclosed for the year ended December 31, 2018. Please refer to Note $6(z)$ of the consolidated financial statements for the year ended December 31, 2018 for further details.
$(v)$ The investing and financing activities on non-cash transactions
The Group's investing and financing activities on non-cash transactions for the three months ended June 30, 2019 and 2018 were as follows:
- $(i)$ Acquisition of right-of-use assets by lease, please refer to $Note6(g)$ .
- $(ii)$ Financing activities which did not affect the current cash flows:
| For the six months ended June 30, |
||
|---|---|---|
| 2019 | 2018 | |
| Conversion of convertible bonds to ordinary shares | $\blacksquare$ | 3,240,750 |
| Retirement of treasury shares | 2.665.621 | - |
(iii) Reconciliation of liabilities arising from financing activities were as follows:
| January 1, 2019 | Cash flow | Change in an index of lease payment |
Increased by other payables |
Interest expense | June 30, 2019 | |
|---|---|---|---|---|---|---|
| Other payables to related parties | 7.625 | (4.016) | 3,609 | |||
| Lease liabilities | 300.605 | (83, 779) | (2.776) | (16.723) | 1.818 | 199.145 |
| 308.230 | (87,795) | (2,776) | (16, 723) | 1.818 | 202,754 |
(7) Related-party transactions:
Names and relationship with related parties $(a)$
The following are entities that have had transactions with related party during the periods covered in the consolidated financial statements.
| Name of related party | Relationship with the Group |
|---|---|
| Nan Ya Photonics Incorporation | The Group's other related parties |
| Formosa Technologies (Nanjing) Corporation | The Group's other related parties |
| Formosa Sumco Technology Corporation | The Group's other related parties |
| Formosa Advanced Technologies Co., Ltd. (referred to as "FATC") |
The Group's associates (Note) |
| Formosa Technologies Corporation | The Group's other related parties |
| Formosa Biomedical Technology Corp. | The Group's other related parties |
| Formosa Plastics Corporation | The Group's other related parties |
| Formosa Heavy Industries Corp. (GZ) Ltd. | The Group's other related parties |
| Formosa Waters Technology Co., Ltd. | The Group's other related parties |
| Formosa Chemicals & Fiber Corporation | The Group's other related parties |
| Formosa Heavy Industries Corporation | The Group's other related parties |
| Formosa Transportation (Ning bo) Corp. | The Group's other related parties |
| Formosa Petrochemical Corporation | The Group's other related parties |
| Nan Ya Plastics Corporation | The entity with significant influence over the Group |
Note: FATC was the previous other related party of the Group. However, since the Company has significant influence over FATC, it became the Group's associates beginning July 25, 2018.
Significant transactions with related parties $(b)$
Purchase from related parties $(i)$
| Purchases | ||||||||
|---|---|---|---|---|---|---|---|---|
| For the three months ended June 30, |
For the six months ended June 30, |
Accounts payable to related parties | ||||||
| Relationship | 2019 | 2018 | 2019 | 2018 | June 30. 2019 |
December 31. 2018 |
June 30. 2018 |
|
| Entities with significant influence over the Group |
J | 16,619 | 14.646 | 61.464 | 29,750 | 5,286 | 5,626 | 5,413 |
| Associates | 661 | 984 | ||||||
| Other related parties: | ||||||||
| Formosa Sumco Technology Corporation |
376,403 | 429,063 | 783,354 | 848,590 | 270,681 | 322,068 | 290,788 | |
| Other related parties | 113,274 | 32,144 | 170,356 | 54,614 | 6.971 | 4,370 | 6,937 | |
| S | 506,957 | 475,853 | 1,016,158 | 932,954 | 282,938 | 332,064 | 303,138 |
The terms and pricing of purchase transactions with related parties were not significantly different from those offered by other vendors. The payment terms ranged from one to two months, which were no different from the payment terms given by other vendors.
$(ii)$ Consigned out for processing
| Amount | |||||||
|---|---|---|---|---|---|---|---|
| Relationship | For the three months ended June 30, |
For the six months ended June 30, |
Other payables to related parties | ||||
| 2019 | 2018 | 2019 | 2018 | June 30. 2019 |
December 31. 2018 |
June 30, 2018 |
|
| Associates | 1,725,281 | - | 3,350,601 | 1.047.001 | 931,059 | ||
| Other related parties: | |||||||
| Formosa Advanced Technologies Co., Ltd |
1,512,861 | 2,854,141 | 1,010,690 | ||||
| 1.725.281 | 1,512,861 | 3,350,601 | 2,854,141 | 1,047,001 | 931,059 | 1,010,690 |
The term of transactions with the related parties above is 60 days after the end of each month when processed consigned goods are received.
(iii) Financing from related parties
| Financial costs | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| For the three months ended June 30, |
For the six months ended June 30, |
||||||||
| Relationship | 2019 | 2018 | 2019 | 2018 | |||||
| Other related parties: | |||||||||
| Formosa Heavy Industries Corp. (GZ) Ltd. |
8 | 80 | |||||||
| Formosa Transportation (Ningbo) Corp. |
45 | 45 | |||||||
| Formosa Technologies (Nanjing) Corporation |
32 | 63 | 78 | 89 | |||||
| Formosa Heavy Industries Corporation |
21 | ||||||||
| \$ | 32 | 116 | 78 | 235 | |||||
| Other payables to related parties | |||||||||
| Balance of borrowings | Interest payable | ||||||||
| Relationship | June 30, 2019 |
December 31. 2018 |
June 30, 2018 |
June 30. 2019 |
December 31, 2018 |
June 30. 2018 |
|||
| Other related parties: | |||||||||
| Formosa Technologies (Nanjing) Corporation \$ | 3,609 | 7,625 | 12,468 | 156 | 88 |
(iv) Property transactions
Acquisition of equipment $1)$
| Acquisition price | ||||||||
|---|---|---|---|---|---|---|---|---|
| June 30. | For the three months ended | For the six months ended June 30. |
Other payables to related parties | |||||
| Relationship | 2019 | 2018 | 2019 | 2018 | June 30. 2019 |
December 31, 2018 |
June 30, 2018 |
|
| Entities with significant influence over the Group |
391 | 178 | ||||||
| Other related parties | 1,586 | 340 | 3.697 | 104 | 5,076 | |||
| 1,586 | 340 | 4.088 | 104 | 5,254 |
Dividends receivables $(v)$
| Other receivables due from related parties |
|
|---|---|
| Relationship | June 30, 2019 |
| Associate: | |
| Formosa Advanced Technologies Co., Ltd. | 210.056 |
$\hat{\mathcal{L}}$
(vi) Leases
| Amount | ||||||||
|---|---|---|---|---|---|---|---|---|
| For the three months ended June 30, |
For the six months ended June 30, |
|||||||
| 2019 | 2018 | 2019 | 2018 | |||||
| Entities with significant influence over the |
||||||||
| Group | 13,592 | 56,270 | 24,094 | 112,374 |
The rentals charged to the entities with significant influence over the Company are determined based on the local market prices, and rents are paid monthly.
A three-year land lease contract was signed in July 2017. The total value of the contract was \$617,862. For the three months and six months ended 2018, the rent expense were amounting to $$50,664$ and $$101,602$ , respectively.
The Group applied IFRS 16, with a date of initial application on January 1, 2019. This lease transaction recognized the additional amounts of \$300,605 of right-of-use assets and lease liabilities. For the three months and six months ended March 31, 2019, the Group recognized the amount of \$821 and \$1,818, as interest expense, respectively. As of June 30, 2019, the balance of lease liabilities amounted to \$199,145.
Key management personnel compensation $(c)$
Key management personnel compensation comprised:
| For the three months ended June 30, |
For the six months ended June 30, |
||||
|---|---|---|---|---|---|
| 2019 | 2018 | 2019 | 2018 | ||
| Short-term employee benefits \$ | 11,206 | 9,970 | 23,963 | 22,232 | |
| Share-based payment | 1.063 | 12,739 | 2.232 | 14,433 | |
| 12.269 | 22,709 | 26,195 | 36,665 |
Please refer to Note $6(n)$ for the details of share-based payment.
(8) Pledged assets:
The Group's assets pledged to secure loans are as follows:
| Pledged assets | Object | June 30, 2019 |
December 31, 2018 |
June 30, 2018 |
|---|---|---|---|---|
| Other non-current assets |
Office leasing | 5,251 | 5,137 | $\blacksquare$ |
(9) Commitments and contingencies:
Significant commitments $(a)$
| June 30, 2019 |
December 31, 2018 |
June 30, 2018 |
|
|---|---|---|---|
| Guarantees for importation goods provided by bank |
1,035,000 | 1,035,000 | 1,035,000 |
| Unused letters of credit | 142.245 | 419.639 | 536,988 |
| Total | 1,177,245 | 1,454,639 | 1,571,988 |
(b) Contingent liabilities
- $(i)$ In 2000, the Company was charged by Brazil's Ministry of Justice as being involved in the International Monopolies, which influences Brazil's DRAM market. Consequently, the Company, other large international companies and individuals are investigated at the same time. The Company has engaged counsels to properly handle it to ensure the Company's rights.
- $(ii)$ In October 2016, Lone Star Silicon Innovations LLC (Lone Star) filed a lawsuit against Nanya Technology Corp. (Nanya) and two of its subsidiaries, Nanya Technology Corp., USA (NTC) USA) and Nanya Technology Corp., Delaware (NTC Delaware), to the US District Court of East Texas for patent infringement. The lawsuit was handed over to the US District Court of Northern California in July 2017, wherein it was denied in January 2018. Therefore, Lone Star appealed to the US Court of Appeals for the Federal Circuit on the said matter. The case is still in progress. The Group has engaged lawyers to handle the case to ensure its rights.
- (iii) The original Joint Venture agreement signed by the Company, Micron Technology, Inc. and its related parties was terminated after Micron Semiconductor Co. completed its share-swap with Micron Technology Taiwan. Both parties had mutually agreed to sign a cooperation agreement, the details of the agreement were as follows:
- The estimated cost for improving specific environmental safety and factory facilities in $\left| \right|$ mutually operating period of joint venture agreement amounted to US\$5,403 ten thousands; the Company agreed to share the 50% portion of the total costs and accrued it as expense of \$850,000 (USD27,015 thousand) to other payable. The Company will share the cost based on the actual amounts at the appointed time. As of June 30, 2019, the payment amounting to \$44,150 (USD1,460 thousand) had been recognized by the Company.
- $2)$ The Company agreed to share the 50% portion of the total losses for penalty, improving costs and suspending operation before the date of share-swap in the following two to five years due to an existing event of environmental safety and factory facilities which violated the laws.
(10) Losses Due to Major Disasters: None
(11) Subsequent Events: None
$(12)$ Other:
(a) A summary of current-period employee benefits, depreciation, and amortization, by function, is as follows:
| For the three months ended June 30, 2019 |
For the three months ended June 30, 2018 |
|||||
|---|---|---|---|---|---|---|
| Cost of goods sold |
Operating expenses |
Total | Cost of goods sold |
Operating expenses |
Total | |
| Employee benefits | ||||||
| Salaries | 730,203 | 476,364 | 1,206,567 | 1,560,807 | 822,312 | 2,383,119 |
| Labor and health insurance | 48.402 | 35.231 | 83,633 | 43,136 | 31,158 | 74,294 |
| Pension expenses | 25.354 | 17,237 | 42,591 | 23,403 | 14,688 | 38,091 |
| Remuneration of directors | 1,890 | 1.890 | 1,510 | 1,510 | ||
| Other personnel expenses | 17.992 | 5,919 | 23.911 | 16,884 | 5,600 | 22,484 |
| Depreciation expenses | 3,537,551 | 57,156 | 3,594,707 | 2,910,907 | 38.581 | 2,949,488 |
| Amortization expenses | 26,751 | $\blacksquare$ | 26,751 | 35,723 | 35,723 |
| For the six months ended June 30, 2019 |
For the six months ended June 30, 2018 |
|||||
|---|---|---|---|---|---|---|
| Cost of goods sold |
Operating expenses |
Total | Cost of goods sold |
Operating expenses |
Total | |
| Employee benefits | ||||||
| Salaries | 1,429,922 | 938,076 | 2,367,998 | 2,578,988 | 1,412,812 | 3,991,800 |
| Labor and health insurance | 95,264 | 71,232 | 166,496 | 86,366 | 62,701 | 149,067 |
| Pension expenses | 49.334 | 35,873 | 85,207 | 46,252 | 31,707 | 77,959 |
| Remuneration for directors | 3,430 | 3,430 | 3.040 | 3,040 | ||
| Other personnel expenses | 35,731 | 11,762 | 47,493 | 33,683 | 11,093 | 44,776 |
| Depreciation expenses | 6,842,663 | 100.665 | 6,943,328 | 5,753,811 | 77,774 | 5,831,585 |
| Amortization expenses | 39,714 | 39,714 | 71,370 | 71.370 |
$(b)$ The Group's operations were not affected by seasonality or cyclicality factors.
(13) Other disclosures:
Information on significant transactions: $(a)$
The followings were the information on significant transactions required by the "Regulations Governing the Preparation of Financial Reports by Securities Issuers" for the Group for the six months ended June 30, 2019:
- $(i)$ Loans to other parties: None
- Guarantees and endorsements for other parties: None $(ii)$
- (iii) Securities held at the reporting date (excluding investment in subsidiaries, associates and joint ventures):
(In Thousands of New Taiwan Dollars)
| Category and | Ending balance | |||||||
|---|---|---|---|---|---|---|---|---|
| Name of holder | name of security |
Relationship with company |
Account title |
Shares/Units (thousands) |
Carrying value | Percentage of ownership (%) |
Fair value | Note |
| The Company | Memoright (Cavman) | Financial assets measured l | ||||||
| Co Ltd. | at amortized cost and fair | |||||||
| value through other | ||||||||
| comprehensive income |
- (iv) Information regarding purchase or sale of securities for the period exceeding \$300 million or 20% of the capital stock: None
- Acquisition of individual real estate with amount exceeding \$300 million or 20% of the Company's paid-in capital: None $(v)$
- (vi) Disposal of individual real estate with amount exceeding \$300 million or 20% of the Company's paid-in capital: None
- (vii) Related-party transaction for purchases and sales for which amounts exceeding \$100 million or 20% of the Company's paidin capital:
| $\cdots$ . The momentum of $\cdots$ . The $\cdots$ | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Transactions with terms | Notes/Accounts receivable (payable) | ||||||||||
| Transaction details | different from others | ||||||||||
| Name of company |
Related party | Nature of relationship |
Purchase /Sale |
Amount | Percentage of total purchases/sales |
Payment terms | Unit price | Payment terms |
Ending balance | Percentage of total notes/accounts receivable (payable) |
Note |
| The Company | Nanya Technology Corp., U.S.A. |
Subsidiary | (Sale) | (1, 915, 309) | $(8.09)\%$ | O/A 60~90Days | 965,951 | 12.95% | (Note) | ||
| The Company Nanya Technology Corp., Japan |
Subsidiary | (Sale) | (2,039,451) | $(8.61)\%$ | O/A 180Days | 602,166 | 8.07% | (Note) | |||
| The Company Nanya Technology Corp., GmbH |
Subsidiary | (Sale) | (1, 377, 228) | $(5.82)\%$ | O/A 60~90Days | 488,756 | 6.55% | (Note) | |||
| The company | Formosa Sumco Technology Corporation |
Other related parties | Purchase | 783,354 | 12.61% | O/A 60Days | (270, 681) | (11.10)% | |||
| Nanya Technology Corp., U.S.A |
Nanya Technology Corp |
The parent comapny | Purchase | 1,915,309 | 100,00% | O/A 60~90Days | (965, 951) | $(100.00)\%$ | (Note) | ||
| Nanya Technology Corp., Japan |
Nanva Technology Corp |
The parent company | Purchase | 2,039,451 | 100.00% | O/A 180Days | (602, 166) | $(100.00)\%$ | (Note) | ||
| Nanya Technology Corp., GmbH |
Nanya Technology Corp |
The parent company | Purchase | 1,377,228 | 100.00% | O/A 60~90Days | (488, 756) | $(100.00)\%$ | (Note) |
(In Thousands of New Taiwan Dollars)
Note: The transactions were written off in the consolidated financial statements.
(viii) Receivables from related parties with amounts exceeding \$100 million or 20% of the Company's paid-in capital:
| (In Thousands of New Taiwan Dollars) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Name of | Nature of | Ending balance of | Turnover | Overdue | Amounts received in | Allowance | ||
| company | Counter-party | relationship | accounts receivable | rate | Amount | Action taken | subsequent period | for bad debts |
| from related parties | ||||||||
| The Company | Nanya Technology Corp., U.S.A. | Subsidiarv | 965.951 | 2.21 | 442,718 | |||
| The Company | Nanya Technology Corp., Japan | Subsidiary | 602,166 | 6.26 | 232,131 | |||
| The Company | Nanya Technology Europe GmbH | Subsidiary | 488.756 | 5.15 | 292.606 | |||
| The Company | Formosa Advanced Technologies Co., Ltd. Associates | 210,056 | $\overline{\phantom{0}}$ | $\overline{\phantom{0}}$ |
$\alpha$ and
$\overline{1}$ $\overline{0}$
$\sim$ $\sim$
Note: the transactions were written off in the consolidated financial statements.
(ix) Trading in derivative instruments: None
$(x)$ Business relationships and significant intercompany transactions:
| (In Thousands of New Taiwan Dollars) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Nature of | Intercompany transactions | |||||||||
| No. | Name of company | Name of counter-party | relationship | Account name | Amount | Trading terms | Percentage of the consolidated | |||
| net revenue or total assets | ||||||||||
| $\bf{0}$ | Nanya Technology Corp. Nanya Technology Corp., | Sales | 1,915,309 On the basis of general | 8.04% | ||||||
| U.S.A | conditions | |||||||||
| $\bf{0}$ | Nanya Technology Corp. Nanya Technology Corp., | Sales | 1,377,228 On the basis of general | 5.78% | ||||||
| Japan | conditions | |||||||||
| 0 | Nanya Technology Corp. Nanya Technology Europe | Sales | 2,039,451 On the basis of general | 8.56% | ||||||
| GmbH | conditions | |||||||||
| $\mathbf{0}$ | Nanya Technology Corp. Nanya Technology Corp., | Accounts receivable | 965,951 On the basis of general | 0.52% | ||||||
| IU.S.A | conditions | |||||||||
| 0 | Nanya Technology Corp. Nanya Technology Europe | Accounts receivable | 602,166 On the basis of general | 0.32% | ||||||
| GmbH | conditions | |||||||||
| 0 | Nanya Technology Corp. Nanya Technology Corp., | Accounts receivable | 488,756 On the basis of general | 0.26% | ||||||
| Uapan | conditions |
Note 1: Assigned numbers represent the following:
-
0 represents the parent company.
-
The subsidiaries are represented numerically starting from 1.
Note 2: The terms of transactions are defined as follows:
-
- Parent company to subsidiary.
-
- Subsidiary to parent company.
-
- Subsidiary to Subsidiary.
Note 3: The business relationship and significant transactions between the parent company and the subsidiary only disclose the importations of sales and account receivable, didn't repeat about the purchase and account payable.
(b) Information on investees (excluding information on investees in Mainland China):
The following is the information on investees for the six months ended June 30, 2019:
(In Thousands of New Taiwan Dollars / Shares)
| Main | Original investment amount | Balance as of June 30, 2019 | Net income | Share of | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Name of investor | Name of investee | Location | businesses and products | June 30, 2019 |
December 31. 2018 |
Shares (thousands) |
Percentage of ownership |
Carrying value |
of investee | profits of investee |
Note |
| The Company | Nanya Technology Corp., U.S.A. | U.S.A. | Sales of semiconductor products | 20,392 | 20,392 | $\sim$ | 100.00% | 150.705 | 12.489 | 12,489 | (Note I) |
| The Company | Nanya Technology Corp., Delaware | U.S.A | Design of semiconductor products | 36,005 | 36,005 | 100.00 % | 160,540 | 9,328 | 9,328 | (Notel) | |
| The Company | Nanya Technology Corp., HK | Hong Kong | Sales of semiconductor products | 66,271 | 66,271 | 20 1 | 100.00% | 56,043 | 3,503 | 3,503 | (Notel) |
| The Company | Nanya Technology Corp., Japan | Japan | Sales of semiconductor products | 20,161 | 20,161 | 100.00% | 183,558 | 9.705 | 9.705 | (Notel) | |
| The Company | Nanya Technology International, Ltd. British | General investment business | 30,888,000 | 30,888,000 | 100 00 % | 31,605,119 | 527,885 | 527,885 | (Note 1) | ||
| Virgin Island | |||||||||||
| The Company | Formosa Advanced Technologies Co., Ltd. |
Yunlin | Assembling, testing and producing modules for IC |
3,049,999 | 3,049,999 | 84,022 | 19.00% | 2,909,089 | 600.189 | 101,406 | (Note 2) |
| Nanya Technology Corp, HK | Nanya Technology Europe GmbH | Germany | Sales of semiconductor products | 30,056 | 30,056 | 100.00% | 66,056 | 3,038 | 3,038 | (Notel) |
Note: (1)The transactions were written off in the consolidated financial statements.
(2) Investment accounted for using equity method.
(c) Information on investment in mainland China:
(i) The names of investees in Mainland China, the main businesses and products, and other information:
| (In Thousands of New Taiwan Dollars) | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Main | Total | Accumulated outflow of |
Investment flows | Accumulated outflow of |
Net income |
Accumulated | |||||
| businesses Name of and |
amount of paid-in |
Method пf |
investment from Taiwan as of |
investment from Taiwan as of |
(losses) of the |
Percentage Investment of |
income | Book | remittance of earnings in |
||
| investee products |
capital | investment January 1, 2019. | Outflow | Inflow | June 30, 2019 | investee | ownership | (losses) | value | current period | |
| Nanya Technology Corp., Sales of semiconductor Shenzhen products |
(USD985, thousand) |
30.606 (Note 1) | 30,606 USD985 thousand) |
30,606 (USD985) thousand) |
(485) | 100.00% | (485) | 13,717 |
Note 1: Indirect investment in Nanya Technology Corp., Shenzhen through Nanya Technology Corp., HK.
Note 2: The transactions were written off in the consolidated financial statements.
(ii) Limitation on investment in Mainland China:
(In Thousands of New Taiwan Dollars)
| Accumulated Investment in Mainland China as of June 30, 2019 (Note 1) |
Investment Amounts Authorized by Investment Commission, MOEA (Note 1) |
Upper Limit on Investment (Note 2) |
|---|---|---|
| 30.606 | 30,606 | 89,742,874 |
| (USD985 thousand) | (USD985 thousand) |
Note 1: The exchange rate of New Taiwan dollars to US dollars on June 30, 2019 was USD1: TWD 31.072.
Note 2:60% of net equity.
(iii) Significant transactions: None
(14) Segment information:
| For the three months ended June 30, 2019 | |||||||
|---|---|---|---|---|---|---|---|
| Japanese division |
USA division |
Manufacturing divisions |
Others divisions |
Adiustments and eliminated |
Total | ||
| Revenue: | |||||||
| From external customers | S | 932.348 | 1.094.187 | 9,681,489 | 732,767 | 12,440,791 | |
| From sales among intersegments | 467 | 2,668,039 | 101,499 | (2,770,005) | |||
| Total revenue | 932,348 | 1,094,654 | 12,349,528 | 834,266 | (2,770,005) | 12,440,791 | |
| Reportable segment profit or loss | (17, 674) | 7,009 | 3,404,284 | 271,057 | (260, 030) | 3,404,646 | |
| For the three months ended June 30, 2018 | |||||||
| Japanese division |
USA division |
Manufacturing divisions |
Others divisions |
Adiustments and eliminated |
Total | ||
| Revenue: | |||||||
| From external customers | \$ | 1,015,986 | 2,861,059 | 19,663,798 | 1,051,374 | 24,592,217 | |
| From sales among intersegments | 446 | 4,857,004 | 90,643 | (4,948,093) | |||
| Total revenue | 1,015,986 | 2,861,505 | 24,520,802 | 1,142,017 | (4,948,093) | 24,592,217 | |
| Reportable segment profit or loss | 65,407 | 3,585 | 13,499,193 | 10,910 | (79, 203) | 13,499,892 | |
| For the six months ended June 30, 2019 | |||||||
| Japanese division |
USA division |
Manufacturing divisions |
Others divisions |
Adjustments and eliminated |
Total | ||
| Revenue: | |||||||
| From external customers | s | 2,100,085 | 1,960,811 | 18,256,747 | 1,494,953 | 23,812,596 | |
| From sales among intersegments | 930 | 5,425,905 | 202,914 | (5,629,749) | |||
| Total revenue | 2,100,085 | 1,961,741 | 23,682,652 | 1,697,867 | (5,629,749) | 23,812,596 | |
| Reportable segment profit or loss | 9,587 | 12.489 | 6.990.290 | 541.642 | (562, 910) | 6,991,098 |
| For the six months ended June 30, 2018 | ||||||
|---|---|---|---|---|---|---|
| Japanese division |
USA division |
Manufacturing divisions |
Others divisions |
Adjustments and eliminated |
Total | |
| Revenue: | ||||||
| From external customers | 2,145,107 s |
4,295,265 | 34,634,603 | 2,314,681 | 43,389,656 | |
| From sales among intersegments | 886 | 8,458,320 | 159,734 | (8,618,940) | ||
| Total revenue | 2,145,107 | 4,296,151 | 43,092,923 | 2,474,415 | (8,618,940) | 43,389,656 |
| Reportable segment profit or loss | (23, 205) | 4,652 | 20,726,665 | 25,918 | (6, 802) | 20,727,228 |
| Japanese division |
USA division |
Manufacturing divisions |
Others divisions |
Adjustments and eliminated |
Total | |
| Reportable segment assets | ||||||
| Balance at June 30, 2019 | 794,455 | 1,129,961 | 185,351,237 | 32,376,774 | (34, 303, 299) | 185,349,128 |
| Balance at December 31, 2018 | 882,323 | 2,654,957 | 203,166,038 | 31,591,529 | (55,709,034) | 182,585,813 |
| Balance at June 30, 2018 | 845,845 | 2,210,658 | 174,149,714 | 1,124,703 | (4, 181, 957) | 174,148,963 |
| Japanese division |
USA division |
Manufacturing divisions |
Others divisions |
Adjustments and eliminated |
Total | |
| Reportable segment liabilities | ||||||
| Balance at June 30, 2019 | 604,163 | 967,249 | 35,779,781 | 555,072 | (2,128,593) | 35,777,672 |
| Balance at December 31, 2018 | 708,537 | 2,506,403 | 38,258,740 | 652,582 | (24, 447, 747) | 17,678,515 |
| Balance at June 30, 2018 | 689,462 | 2,083,361 | 27,287,557 | 881,110 | (3,654,683) | 27,286,807 |