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NTC Interim / Quarterly Report 2019

Nov 22, 2019

52061_rns_2019-11-22_a70b372e-383c-4476-9032-80e2496d054c.pdf

Interim / Quarterly Report

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Stock Code:2408

NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES

Consolidated Financial Statements

With Independent Auditors' Review Report For the Nine Months Ended September 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 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
Company history
(1)
8
Approval date and procedures of the consolidated financial statements
(2)
8
New standards, amendments and interpretations adopted
(3)
$8 - 11$
Summary of significant accounting policies
(4)
$11 - 14$
Significant accounting assumptions and judgments, and major sources
(5)
of estimation uncertainty
14
Explanation of significant accounts
(6)
$14 - 39$
Related-party transactions
(7)
$39 - 42$
Pledged assets
(8)
42
Commitments and contingencies
(9)
43
(10) Losses Due to Major Disasters 44
(11) Subsequent Events 44
$(12)$ Other 44
(13) Other disclosures
(a) Information on significant transactions $45 - 46$
(b) Information on investees 46
(c) Information on investment in mainland China 47
(14) Segment information $47 - 48$

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

Oualified 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 September 30, 2019 and 2018, and of its consolidated financial performance for the three months and nine months ended September 30, 2019 and 2018, as well as of its consolidated cash flows for the nine months ended September 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 \$2,949,195 thousand and \$3,067,266 thousand, constituting 1.78% and 1.69% of the consolidated total assets as of September 30, 2019 and 2018, respectively; and the share of profit of associates accounted for using the equity method amounted to \$74,627 thousand, \$28,065 thousand, 176,033 thousand and 28,065 thousand, constituting 2.78%, 0.22%, 1.82% and 0.08% of the consolidated total profit before tax for the three months and nine months ended September 30, 2019 and 2018, 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) November 8, 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.

Reviewed only, not audited in accordance with the generally accepted auditing standards as of September 30, 2019 and 2018 (English Translation of Consolidated Financial Statements Originally Issued in Chinese)

Nanya Technology Corporation and Subsidiaries

September 30, 2019, December 31 and September 30, 2018 Consolidated Balance Sheets

(Expressed in Thousands of New Taiwan Dollars)

September 30, 2019 December 31, 2018 September 30, 2018 September 30, 2019 December 31, 2018 September 30, 2018
Current assets:
Assets
Amount Amount Amount $\frac{1}{2}$ Liabilities and Equity
Current liabilities:
৽ৼ
Amount
҉
Amount
Amount
$\frac{8}{2}$ Cash and cash equivalents (Note 6(a)) 43,183,908 26 57,384,006 57,258,699 $\overline{5}$ 2170 Accounts payable 2
2,836,676
69
4,247,638 9,115,923 5
$\frac{170}{2}$ Notes and accounts receivable, net (Notes 6(b)(p)) 8,048,012 9,763,741 15,663,667 2180 Accounts payable to related parties (Note 7) 270,690 332,064 350,249
1200 Other receivables (Note 6(h)) 1,817,457 1,313,111 1,154,515 2200 Other payables 6,828,677 8,786,790 8,123,588
1310 Inventories (Note 6(c)) 17,561,426 12,167,737 9,326,928 2220 Other payables to related parties (Note 7) ,620,364 938,944 975,316
1410 Prepayments 1,593,011 1,758.316 2,400,565 2230 Current tax liabilities 1,382,167 2,456,338 2,483,639
Total current assets 72,203,814 $\frac{4}{3}$ 82,386,911 $\frac{45}{5}$ 85,804,374 $\overline{11}$ 280 Current lease liabilities(Notes 6(j) and 7) 149,622
Non-current assets: 2399 Other current liabilities 896 1,568 2,921
1550 Investments accounted for using equity method (Note
6(d))
2,949,195 $\mathbf{\hat{c}}$ 3,006,603 2 3,067,266 $\mathbf{\Omega}$ Total current liabilities $\infty$
13,089,092
$\mathbf{r}$
16,763,342
21,051,636 $\overline{12}$
1600 Property, plant and equipment (Notes 6(f) and 7) 88,662,250 24 95,358,992 52 90,903,196 $\mathbf{50}$ 2570 Non-Current liabilities:
Deferred tax liabilities
53 625 580
1755 Right-of-use assets (Notes 6(g) and 7) 148,833 2640 Net defined benefit liability, non-current 535,465 537,303 521,815
1780 Intangible assets 234,236 45,881 57,050 2670 Other non-current liabilities 239,762 377,245 179,802
1840 Deferred tax assets 657,886 867,311 862,112 Total non-current liabilities 775,858 915,173 702,197
1935 Long-term lease payments receivable (Note 6(h)) 875,900 919,452 Total liabilities $\infty$
13,864,950
$\Xi$
17,678,515
21,753,833 $\overline{12}$
194D Long-term financial lease payments receivable (Note 6(h)) 738,223 Equity (Note 6(m)):
1990 Other non-current assets (Note 8) 53,161 44,215 31,839 $\frac{10}{2}$ Ordinary share $\overline{9}$
30,725,609
$\overline{a}$
31,032,389
31,014,199 17
Total non-current assets 93,443,784 56 100,198,902 55 95,840,915 $\mathbb{Z}$ 3140 Advance receipts for share capital 22,430 6,488 59,584
\$200 Capital surplus
31,957,132

33,557,005
33,428,438
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 46
76,804,409
25
94,136,513
86,199,214 $\frac{8}{3}$
3400 Other equity interest 17,754 (273, 834) (41,391)
3500 Treasury shares
(1,146,932)
ලු
(2,782,675)
Total equity
151,782,648
ଟ୍ଟ
164,907,298
159,891,456 $\frac{88}{2}$
Total assets 165,647,598 182,585,813 181,645,289 Total liabilities and equity
\$165,647,598
$\frac{1}{2}$
182,585,813
181,645,289

See accompanying notes to consolidated financial statements.

$\ddot{\phantom{0}}$

(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 nine months ended September 30, 2019 and 2018

(Expressed in Thousands of New Taiwan Dollars, Except Earnings Per Share)

September 30, For the three months ended September 30, For the nine months ended
2019 2018 2019 2018
Amount % Amount % Amount % Amount %
4000 Operating revenue (Note 6(p)) 14,799,353
\$
100 24,374,586 100 38,611,949 100 67,764,242 10 C
5000 Operating costs (Notes $6(c)(k)(n)(q)$ and 7) 10,662,428 72 10,008,492 41 25,494,613 66 30,120,068 44
Gross profit from operations 4,136,925 28 14,366,094 59 13,117,336 34 37,644,174 56
Operating expenses (Notes $6(k)(n)(q)$ and 7):
6100 Selling expenses 204,726 2 218,119 1 527,521 1 667,145
6200 Administrative expenses 335,332 2 377,983 $\overline{c}$ 960,819 3 1,144,025
6300 Research and development expenses 1,344,676 9 1,335,921 5 3,552,126 3,569,673
Total operating expenses 1,884,734 13 1,932,023 8 5,040,466 13 5,380,843
Net operating income 2,252,191 15 12,434,071 51 8,076,870 21 32,263,331 48
Non-operating income and expenses (Notes $6(d)(e)(h)(i)(r)$ and 7):
7010 Other income 262,241 2 246,492 1 1,015,088 3 681,778
7020 Other gains and losses, net 95,286 1 163,984 1 400,005 $\mathbf{1}$ 632,129
7050 Finance costs (725) $\overline{\phantom{a}}$ (148) (2,716) (5,611)
7055 Expected credit impairment gain(Note 6(b)) 108 (1) 9,546
7060 Share of profit of associates accounted for using equity method, net 74,627 -1 28,065 $\overline{\phantom{a}}$ 176,033 28,065
Total non-operating income and expenses 431,537 3 438,393 $\overline{2}$ 1,597,956 4 1,336,361
7900 Profit from continuing operations before tax 2,683,728 18 12,872,464 53 9,674,826 25 33,599,692 50
7950 Income tax expenses(Note 6(l)) 478,931 3 379 $\sim$ 1,136,096 3 2,191,621
Profit 2,204,797 15 12,872,085 53 8,538,730 22 31,408,071 46
8300 Other comprehensive income: (Note 6(I))
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 of associates accounted for using equity
method, components of other comprehensive loss that will not be
reclassified to profit or loss
(34, 541) $\overline{\phantom{a}}$ (10, 803) (23, 405) (10, 803)
8349 Income tax related to components of other comprehensive loss that will
not be reclassified to profit or loss
(2,571)
Components of other comprehensive income that will not be
reclassified to profit or loss
(34, 541) (10, 803) (23, 405) (8,232)
8360 Components of other comprehensive income that will be reclassified to
profit or loss
8361 Exchange differences on translation of foreign financial statements (35,514) $\blacksquare$ (3,633) 314,993 1 8,575
8399 Income tax related to components of other comprehensive income that will
be reclassified to profit or loss
Components of other comprehensive (loss) income that will be
reclassified to profit or loss
(35, 514) (3,633) 314.993 8,575
8300 Other comprehensive (loss) income, net (70, 055) (14, 436) 291,588 343
8500 Comprehensive income S
2,134,742
15 12,857,649 53 8,830,318 23 31,408,414
Profit, attributable to:
8610 Profit, attributable to owners of parent 2,204,797
\$
15 12,872,085 53 8,538,730 22 31,408,846 46
8620 Loss, attributable to non-controlling interests 2,204,797 15 12,872,085 $\overline{53}$ 8,538,730 22 (775)
31,408,071
46
Comprehensive income attributable to:
8710 Comprehensive income, attributable to owners of parent 2,134,742
\$
15 12,857,649 53 8,830,318 23 31,409,189 46
8720 Comprehensive loss, attributable to non-controlling interests (775)
2,134,742 15 12,857,649 53 8,830,318 $\overline{23}$ 31,408,414 46
Earnings per share (Note 6(o))
9750 Basic earnings per share 0.72 4.15 2,81 10.23
9850 Diluted earnings per share s 0.72 4.04 2.77 9.88

$\sim$

Nanya Technology Corporation and Subsidiaries

Consolidated Statements of Changes in Equity

For the nine months ended September 30, 2019 and 2018

(Expressed in Thousands of New Taiwan Dollars)

Equity attributable to owners of parent

Other equity interest
Unrealized gains
Certificate of
entitlement to
differences on
Exchange
measured at fair
financial assets
(losses) on
Ordinary new shares
convertible
from
receipts for
Advance
Capital
surplus
Legal Special Unappropriated
retained
translation of
financial
foreign
comprehensive Total other equity
value through
other
Treasury attributable to
Total equity
owners of
Non-controlling
Balance at January 1, 2018 29,639,38
shares
223,958
boud
share capita 27,277,191 5,164,057
reserve
reserve 69,734,440
earnings
(39, 163)
statements
income (39, 163)
interest
shares 131,999,865
parent
115,323
interests
132,115,188
Total equity
Net profit (loss) for the nine months ended September 30, 2018 31,408,846 31,408,846 (775) 31,408,071
Other comprehensive income (loss) for the nine months ended September 30, 2018 2,571 8,575 (10, 803) (2, 228) 343 343
Total comprehensive income (loss) for the nine months ended September 30, 2018 31,411,417 8,575 (10, 803) (2,228) 31,409,189 (775) 31,408,414
Appropriation and distribution of retained earnings:
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:
Changes in equity of associates accounted for using equity method
Recognized compensation costs on employee stock options 632,071 632,071 632,071
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 418,020 584
59 z
1,014,848 1,492,452 1,492,452
Disposal of subsidiaries accounted for using equity method (114, 548) (114, 548)
Balance at September 30, 2018 31,014,199 S, 33,428,438 9,192,249 39,163 86,199,214 (30, 588) (10, 803) (41,391) 159,891,456 и 159,891,456
Balance at January 1, 2019 31,032,389 휇╣ 33,557,005 9,192,249 39,163 94,136,513 (179, 736) (94,098) (273, 834) (2,782,675) 164,907,298 164,907,29
Net profit for the nine months ended September 30, 2019 8,538,730 8,538,730 8,538,730
Other comprehensive income (loss) for the nine months ended September 30, 2019 314,993 (23, 405) 291,588 291,588 291,588
Total comprehensive income (loss) for the nine months ended September 30, 2019 8,538,730 314,993 (23, 405) 291,588 8,830,318 8,830,318
Appropriation and distribution of retained earnings:
Legal reserve appropriated 3,936,163 ï (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:
Changes in equity of associates accounted for using equity method $\mathbf{e}$ $\mathbf{e}$ $\overline{a}$
Recognized compensation costs on employee stock options 117,759 117,759 117,759
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 194,580
5,
446,610 657,132 657,132
Balance at September 30, 2019 30,725,609 430
$\mathbf{z}$
31,957,132 13,128,412 273,834 76,804,409 135,257 (117,503) 17,754 (1.146, 932) 151,782,648 151,782,648

(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 nine months ended September 30, 2019 and 2018

(Expressed in Thousands of New Taiwan Dollars)

For the nine months ended
September 30,
2019 2018
Cash flows from operating activities:
Profit before tax 9,674,826 33,599,692
Adjustments:
Adjustments to reconcile profit:
Depreciation expense 10,621,739 8,871,715
Amortization expense 66,328 84,334
Expected credit impairment gain (9, 546)
Net loss on financial liabilities at fair value through profit or loss 281,107
Interest expense 2,716 5,611
Interest income (1,015,088) (681,778)
Share-based payments 117,759 632,071
Share of profit of associates accounted for using equity method (176, 033) (28,065)
Gain on disposal of property, plant and equipment (4, 416) (2,966)
Gain on disposal of a subsidiary (497)
Reversal of impairment loss on non-financial assets (213, 283) (109, 744)
Unrealized foreign exchange loss 110,271 149,817
Total adjustments to reconcile profit 9,500,447 9,201,605
Changes in operating assets and liabilities:
Notes and accounts receivable
1,670,279 (7,275,992)
Other receivables (424, 959) (179,088)
Inventories (5,393,689) (2,575,304)
Prepayments 165,305 (781, 629)
Financial liabilities held for trading (523, 136)
Accounts payable (including related parties) (384,766) 6,258,337
Other payables (including related parties) (1,296,227) (3,947,584)
Other current liabilities (672) 967
Net defined benefit liability (1,838) (3,982)
Other non-current liabilities 16,733 (16, 375)
Total changes in operating assets and liabilities (5,649,834) (9,043,786)
Cash inflow generated from operations 13,525,439 33,757,511
Interest received 885,366 496,011
Dividends received 210,055
Interest paid (373) (569)
Income taxes paid (2,011,004) (1,435,550)
Net cash flows from operating activities 12,609,483 32,817,403
Cash flows (used in) from investing activities: (3,049,999)
Acquisition of financial assets at amortized cost
Proceeds from disposal of a subsidiary
(85, 937)
Acquisition of property, plant and equipment (4.655, 843) (7,680,547)
Proceeds from disposal of property, plant and equipment 4,712 11,849
Increase in refundable deposits (5,641) (4,039)
Decrease in other receivables 10,616,574
Acquisition of intangible assets (79, 529)
Decrease in lease and installment receivables 198,248 321,997
Increase in other non-current assets (9,503) (4.923)
Net cash flows (used in) from investing activities (4,547,556) 124,975
Cash flows (used in) from financing activities:
(Decrease) increase in guarantee deposits received (311, 368) 110,069
(Decrease) increase in other payables to related parties (4,115) 1,348
Payment of lease liabilities (133, 947)
Cash dividends paid (21,700,000) (10, 879, 288)
Exercise of employee share options 657,132 1,492,452
Payments to acquire treasury shares (1,029,878)
Net cash flows used in financing activities (22, 522, 176) (9,275,419)
Effect of exchange rate changes on cash and cash equivalents 260,151 (176, 937)
Net (decrease) increase in cash and cash equivalents (14,200,098) 23,490,022
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
57,384,006
43,183,908
s
33,768,677
57,258,699

(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

September 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 November 8, 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,

$1)$ Definition of a lease

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.

As a lessee $2)$

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.

$3)$ As a lessor

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
S 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 Я 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.

The impact of IFRS issued by IASB but not yet endorsed by the FSC $(c)$

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"
Amendments to IFRS 9, IAS39 and IFRS7 "Interest Rate Benchmark Reform"
January 1, 2021
January 1, 2020

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.

Summary of significant accounting policies: $(4)$

$(a)$ Statement of compliance

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.

  • $(b)$ Basis of consolidation
  • $(i)$ List of subsidiaries included in the consolidated financial statements:
Investor The name of subsidiaries Business activity September
2019
30,
December 31.
2018
September
2018
30.
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. H.K. 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
$\%$
۰
$\%$ 100.00 % Note 1 and note 3
The Company NANYA TECHNOLOGY
INTERNATIONAL LTD.
General investment business 100.00 % 100.00 % $\frac{0}{2}$
٠
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

$=$ $\alpha$ $\beta$

(Continued)

Shareholding

  • 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'.

Income taxes $(d)$

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. (and allocated to current amd deferred taxes based on its proportionate size.)

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.

Explanation of significant accounts: $(6)$

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

September 30,
2019
December 31,
2018
September 30,
2018
Petty cash \$ 146 157 126
Checking accounts and demand deposit 4,715,457 6,377,176 12,436,939
Cash equivalents:
Time deposits 36,284,926 50,601,623 44,077,538
Commercial paper 1,560,881 404,150 312,036
Repurchase agreements collateralized by
corporate bonds
622,498 900 432,060
S 43,183,908 57,384,006 57,258,699

(b) Notes and accounts receivable

September 30,
2019
December 31,
2018
September 30,
2018
Notes receivable from operating activities 1,039 481 626
Accounts receivable-measured at amortized
cost
8,046,973 9,772,558 15,672,071
$Less : Loss$ allowance (9,298) (9,030)
8,048,012 9,763,741 15,663,667

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:

September 30, 2019
Notes and
accounts
receivables
gross carrying
Weighted
average loss
Loss allowance
Due days amount rate provision
Current \$
7,862,119
-
1 to 30 days past due 183,526 -
31 to 60 days past due 2,367
8,048,012
December 31, 2018
Due days Notes and
accounts
receivables
gross carrying
amount
Weighted
average loss
rate
Loss allowance
provision
Current \$ 8,984,499 0.02% 2,088
1 to 30 days past due 766,506 0.90% 6,899
31 to 60 days past due 4,442 1.10% 49
61 to 90 days past due 1,154 1.30% 15
Over 91 days past due 16,438 1.50% 247
S 9,773,039 9,298
September 30, 2018
Due days Notes and
accounts
receivables
gross carrying
amount
Weighted
average loss
rate
Loss allowance
provision
Current \$ 15,300,427 0.03% 5,041
1 to 30 days past due 368,384 1.07% 3,942

The movement in the allowance for notes and accounts receivable were as follows:

$S_{-}$

For the nine months ended
September 30,
2019 2018
Balance on January 1, 9.298 8,859
Reversal of impairment losses (9, 546)
Foreign exchange gains 248
Balance on September 30, 9,030

3,886

15,672,697

1.20%

(c) Inventories

31 to 60 days past due

September 30,
2019
December 31,
2018
September 30,
2018
Raw materials \$
526,754
598,067 560,538
Work in progress 7,604,615 5,870,118 5,782,687
Finished goods 9,430,057 5,699,552 2,983,703
17,561,426 12,167,737 9,326,928

(Continued)

47

9,030

The Group did not recognized any loss from devaluation or gain from recovery in the value of inventories for the three months and nine months ended September 30, 2019 and 2018.

(d) Investments accounted for using equity method

The components of the investments accounted for using equity method were as follows:

2019 September 30, December 31, September 30,
-2018
2018
Associates 2,949,195 3,006,603 3,067,266

The related information of the major associate to the Group were as follows:

Percentage of ownership
Name of
Associates
Nature of Relationship to
the Group
Registration
Country
September 30,
2019
December 31,
2018
September 30,
2018
Formosa Advanced
Technologies Co.,
Ltd.(FATC)
It mainly engages in
assembling and testing of
module products, as well as in
the research and development
of integrated circuits.
Taiwan 19.00 $%$ 19.00 $%$ 19.00 $%$

The fair value of major associates listed on the Stock Exchange were as follows:

September 30, December 31, September 30,
2019 2018 2018
Formosa Advanced Technologies Co., Ltd. 15,057,667 14,062,667 14,858,667

The aggregated financial information of the major associate were as follows:

The financial information of FATC were as follows:

September 30,
2019
December 31,
2018
September 30,
2018
Current assets \$
6,287,991
6,792,443 7,305,931
Non-current assets 6,623,131 5,882,131 5,538,894
Current liabilities (1,229,925) (1,231,815) (1,196,228)
Non-current liabilities (597, 351) (86, 280) (80, 466)
Net asset 11,083,846 11,356,479 11,568,131
Net asset contributed to FATC 11,083,846 11,356,479 11,568,131
For the three months ended For the nine months ended
September 30, September 30,
2019 2018 2019 2018
Operating revenue 2,456,336 2,281,452 6,899,134 6,556,523
Profit \$
355,817
462,866 956,006 1,188,273
Other comprehensive (loss)
income
(181,791) (56, 861) (123, 182) 305,002
Total comprehensive (loss)
income
174,026 406,005 832,824 1,493,275
Comprehensive income
contributed to FATC
174,026 406,005 832,824 1,493,275
For the nine months ended
September 30,
2019 2018
Share of net assets of the major associate at January 1 \$ 2,157,732
Acquisition of share of net assets of the major associate
allocated to the Group
2,162,315
Uncollected dividends beyond the collection period which are
reclassified to capital surplus
19 5
Total comprehensive income contributed to the Group 158,178 35,577
Cash dividends contributed to the Group (210, 055)
Share of net assets of major associate at September 30 2,105,874 2,197,897
Add:good will 887,684 887,684
Less: unrealized profits on upstream sales net assets of the
associates
(44, 363) (18,315)
Total carrying amount of the major associate 2,949,195 3,067,266
  • $(e)$ 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
  • (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
Land Building Machinery
and
equipment
Other
equipment
Under
construction
Total
Cost:
Balance as of January 1, 2019 \$ 1,013,924 7,740,635 180,746,435 1,132,778 13,886,443 204,520,215
Additions 1,494,970 35,313 2,032,605 3,562,888
Disposals (89, 892) (6.431) (96, 323)
Reclassification 416.922 12,979,294 13,822 (13, 410, 038)
Effect of exchange rate change 72 (3,550) 4,948 1,470
Balance as of September 30, 2019 S 1,013,924 8,157,629 195, 127, 257 1,180,430 2,509,010 207,988,250
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 2,014,927 18,474 11,402,563 13,435,964
Disposals (117, 149) (64, 714) (181, 863)
Disposal of a subsidiary (60) (23, 771) (23, 831)
Reclassification 237,913 5,725,690 23,909 (5,987,398) 114
Effect of exchange rate change 35 424 1,282 1,741
Balance as of September 30, 2018 S 1,013,924 7,740,579 180,343,744 1,088,950 7,193,458 197,380,655
Accumulated depreciation / impairment:
Balance as of January 1, 2019 \$ 1,978,349 106.196.034 986,840 109, 161, 223
Depreciation for the period 237,029 10,206,524 29,190 10,472,743
Reversal of impairment loss (213, 283) (213, 283)
Disposals (92, 546) (3, 481) (96, 027)
Reclassification (9,904) 9,904
Effect of exchange rate change 53 (981) 2,272 1,344
Balance as of September 30, 2019 2,215,431 116,085,844 1,024,725 119,326,000

(Continued)

Land Building Machinery
and
equipment
Other
equipment
Under
construction
Total
Balance as of January 1, 2018 s 1,676,927 95,179,932 1,049,791 97,906,650
Depreciation for the period 225,817 8,629,424 16,474 8,871,715
Reversal of impairment loss $\tilde{\phantom{a}}$ (109, 744) (109, 744)
Disposals (108, 266) (64, 714) (172,980)
Disposal of a subsidiary (60) (19, 879) (19,939)
Reclassification (10, 135) 10,141 6
Effect of exchange rate change 22 (312) 2,041 1,751
Balance as of September 30, 2018 1,902,766 103,580,839 993,854 106,477,459
Carrying amounts:
Balance as of September 30, 2019 1,013,924 5,942,198 79,041,413 155,705 2,509,010 88,662,250
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 September 30, 2018 1,013,924 5,837,813 76,762,905 95,096 7,193,458 90,903,196

(g) Right-of-use assets

Land
Cost:
Balance at January 1,2019 \$
Effect of retrospective application 300,605
Change in an index of lease payment (2,776)
Balance at September 30, 2019 297,829
Accumulated depreciation:
Balance at January 1, 2019 \$
Effect of retrospective application
Depreciation for the period 148,996
Balance at September 30, 2019 148,996
S
Carrying Amount:
Balance at January 1, 2019
Balance at September 30, 2019 148,833

(h) Lease receivables

  • $(i)$ On June 18, 2009, the Group signed an amended long term lease agreement with Inotera 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 nine months ended September 30, 2019 and 2018, the Group recognized the interest revenue of \$23,651, \$28,912, \$74,199 and \$92,736, respectively, from the amortization of unrealized interest revenue.
September 30, 2019 December 31, 2018 September 30, 2018
Gross
investment
in the lease
Unearned
finance
income
Present
value of
minimum
lease
payments
receivable
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
receivable
Less than one year 264,330 83,101 181,229 264,331 96,730 167,601 305,580 101,041 204,539
Between one and five years 859,073 120,850 738,223 1,057,320 181,420 875,900 1,057,320 203,951 853,369
More than five years 66,083 66,083
Sub-total \$1,123,403 203,951 919,452 1,321,651 278,150 1,043,501 1,428,983 304,992 1,123,991
Current s 181,229 167,601 204,539
Non-current 738,223 875,900 919,452
S 919,452 1,043,501 1,123,991

The details of lease receivables were as follows:

Bonds Payable $(i)$

September 30,
2019
December 31, September 30,
2018
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
September 30,
For the nine months ended
September 30,
Embedded derivatives-call
and put options and
conversion rights re-
measured at fair value
through loss (included
other gain and losses)
2019
S
2018 2019 2018
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 issuance date itself). 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
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.
Item The first unsecured overseas convertible bond
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.

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.

Lease liabilities $(i)$

September 30,
2019
Current 149,622
For the maturity analysis, please refer to Note $6(s)$ .
The amount recognized in profit or loss were as follows:
For the three
months ended
September 30,
2019
For the nine
months ended
September 30,
2019
Interest on lease liabilities 645 2,463
Expense relating to short-term and low-value lease assets 18,608 52,053

The amount recognized in the statement of cash flows of the Group was as follows:

For the nine
months ended
September 30,
2019
Total cash outflow for leases

$(i)$ Land lease

As of September 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
September 30,
For the nine months ended
September 30,
2019 2018 2019 2018
Operating cost 1,879 1,958 5,743 5,909
Operating expenses 1,086 1.006 3.153 2,980
Total 2,965 2.964 8,896 8,889

(ii) Defined contribution plans

The Group's expenses under the pension plan cost to the Bureau of local government were as follows:

September 30, For the three months ended For the nine months ended
September 30,
2019 2018 2019 2018
Operating cost 22,729 21,270 68,199 63,571
Operating expenses 17,649 14,453 51,455 44,186
Total 40,378 35,723 119,654 107,757

$(1)$ Income tax

The Group's income tax expenses were as follows: $(i)$

For the three months ended
September 30,
For the nine months ended
September 30,
2019 2018 2019 2018
Current tax expense
Current period S 319,364 379 738,640 3,926
Surtax on undistributed
earnings 187,965 2,187,695
Deferred tax expense 159,567 209,491
Tax expense 478,931 379 1,136,096 2,191,621

(ii) The Group's tax expense recognized in other comprehensive income were as follows:

For the three months ended
September 30,
For the nine months ended
September 30,
2019 2019 2019 2018
Items that could not be
reclassified
subsequently to profit
or loss:
Remeasurement of
net defined benefit
plan
2.571

(iii) 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 nine months ended September 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.

$(i)$ Ordinary Share

On February 27, May 10, and August 12, 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, 89 thousand and 19,056 thousand ordinary shares at par value, respectively, with an issuing prices of \$33.1, \$33.1 and \$29.2 to \$33.1 per share, respectively, which totaled \$194,580. All issued shares were paid up upon issuance and the related process for registration had been completed.

For the third quarter of 2019, the Company's ordinary shares were derived from the exercise of employee share options. Accordingly, the Company had issued 754 thousand ordinary shares, at issuing prices of \$30.3 and \$29.2 per share, respectively, which totaled \$22,430, which was recognized as advance receipts for share capital as of September 30, 2019.

$(ii)$ Capital surplus

September 30,
2019
December 31,
2018
September 30,
2018
Premium from the issuance of stock \$
28,994,659
30,712,310 30,669,328
Employee stock option plans 2,699,950 2,844,690
Expired employee stock option plans 262,499
Employee stock option plans 2,759,105
Change in equity of associates accounted
for using equity method
24
\$
31,957,132
33,557,005 33,428,438

(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 years, 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.

$3)$ Earrings distribution

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 attributable to ordinary shareholders: Dividends
per share
Amount
Cash dividends \$
7.11
21,700,000
2017 For the year ended December 31,
Dividends attributable to ordinary shareholders: Dividends
per share
Amount
Cash dividends \$
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 Total
thousand
shares
Amount thousand
shares
Amount thousand
shares
Amount
Balance as of January 1, 2019 20,000 \$ 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 September 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
\$ (179, 736) (273, 834)
314,993 314,993
(23, 405) (23, 405)
135,257 (117,503) 17,754
(94, 098)
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
8,575 8,575
Unrealized loss from financial assets
measured at fair value through other
comprehensive loss associates accounted
for using equity method (10, 803) (10, 803)
Balance as of September 30, 2018 (30, 588) (10, 803) (41,391)

Share-based payment $(n)$

Except as described below, there was no material change on the share-based payment transactions for nine months ended September 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 sharebased payment transactions.

  • The company approved to distribute its cash dividends in the third quarter of 2019. As a result, $(i)$ the exercise price of the 8th and 9th batch of the employee stock option plan were adjusted to \$29.2 dollars and \$30.3 dollars respectively, in accordance with the offering and exercising terms and conditions of ESOP.
  • (ii) Relevant information of employee stock option plans

The Company:

For the nine months ended September 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 29.22 (20,016) 33.12 (43, 573)
Options expired 35.60 (60, 367)
Options forfeited 29.24 (519) 34.00 (2,122)
Outstanding at September 30, 30.08 28,480 34.49 109,679
Options exercisable at September 30, 30.07 5,808 35.49 63,236

(iii) Compensation cost

$(0)$

September 30, For the three months ended For the nine months ended
September 30,
2019 2018 2019 2018
Compensation cost
arising from share
options granted to
employees
\$ 32,509 86,111 117,759 632,071
Earnings per share
September 30, For the three months ended For the nine months ended
September 30,
2019 2018 2019 2018
Basic earnings per share:
Net profit attributable to the
Company
S 2,204,797 12,872,085 8,538,730 31,408,846
Weighted-average number of
ordinary shares outstanding
(basic)
3,052,680 3,102,214 3,042,467 3,068,888
Basic earnings per share (dollar) \$ 0.72 4.15 2.81 10.23
Diluted earnings per share:
Net profit attributable to the
Company (basic)
S 2,204,797 12,872,085 8,538,730 31,408,846
Weighted-average number of
ordinary shares (basic)
3,052,680 3,102,214 3,042,467 3,068,888
Effect of employee share
option
17,401 57,273 22,049 78,959
Effect of employee
remuneration
12,659 28,244 12,659 31,745
Weighted-average number of
ordinary shares (diluted)
3,082,740 3,187,731 3,077,175 3,179,592
Diluted earnings per share
(dollar)
S 0.72 4.04 2.77 9.88

(p) Revenue from contracts with customers

Disaggregation of revenue $(i)$

For the three months ended September 30, 2019
Japanese
department
USA
department
Manufacturing
department
Other
department
Total
Primary geographic markets:
Taiwan \$ 1,067 291,487 4,970,539 18,757 5,281,850
Turkey 70,421 70,421
Japan 460,663 460,663
Malaysia 176,088 7.757 183,845
Korea 162,330 10,108 23,530 195,968
China 374,795 1,205,981 5,637,169 349,145 7,567,090
USA 40.924 118,709 159,633
Thailand 7,495 174,234 144,405 326,134
Germany 97,341 97,341
Other countries 131,261 29,693 106,938 188,516 456,408
1,137,611 1,928,515 11,009,047 724,180 14,799,353
Major products/services line:
Dynamic Random Access
Memory (DRAM)
-S 1,137,611 1,928,234 10,969,856 724,180 14,759,881
Other 281 39,191 39,472
1,137,611 1,928,515 11,009,047 724,180 14,799,353
For the three months ended September 30, 2018
Japanese
department
USA
department
Manufacturing
department
Other
department
Total
Primary geographic markets:
Taiwan \$ 1,722 59,544 11,141,135 23,495 11,225,896
Turkey - 3,778 3,778
Japan 457,358 457,358
Malaysia 281,502 125,915 407,417
Korea 81,957 4 102,232 184,193
China 530,851 3,490,462 6,015,695 398,549 10,435,557
USA 65,732 261,867 327,599
Other countries 152,631 19,286 525,177 635,694 1,332,788
S 1,224,519 3,916,530 18,172,021 1,061,516 24,374,586
Major products/services line:
Dynamic Random Access
Memory (DRAM)
-S 1,224,519 3,916,530 18,135,414 1,061,516 24,337,979
Other 36,607 36,607
S 1,224,519 3,916,530 18,172,021 1,061,516 24,374,586
For the nine months ended September 30, 2019
Japanese
department
USA
department
Manufacturing
department
Other
department
Total
Primary geographic markets:
Taiwan \$ 8,173 413,552 15,494,544 67,673 15,983,942
Turkey 188,150 188,150
Japan 1,416,325 1,416,325
Malaysia 601,602 22,536 624,138
Korea 351,548 27,439 142,330 521,317
China 1,154,232 2,197,596 12,822,351 1,112,080 17,286,259
USA 136,718 188,746 325,464
Thailand 52,186 386,088 282,620 720,894
Germany 277,850 277,850
Other countries 255,232 126,331 312,667 573,380 1,267,610
3,237,696 3,889,326 29,265,794 2,219,133 38,611,949
Major products line:
Dynamic Random Access
Memory (DRAM)
S 3,237,696 3,888,487 29,149,737 2,219,133 38,495,053
Other 839 116,057 116,896
3,237,696 3,889,326 29,265,794 2,219,133 38,611,949
For the nine months ended September 30, 2018
Japanese
department
USA
department
Manufacturing
department
Other
department
Total
Primary geographic markets:
Taiwan \$ 6,278 145,509 29,882,730 111,477 30,145,994
Turkey 427,929 427,929
Japan 1,560,005 1,609 1,561,614
Malaysia 703,742 409,310 12,610 1,125,662
Korea 206,308 298 436,813 1,715 645,134
China 1,302,833 7,081,439 20,668,052 1,511,736 30,564,060
USA 228,579 269,407 497,986
Other countries 294,202 53,114 1,122,377 1,326,170 2,795,863
S 3,369,626 8,212,681 52,788,689 3,393,246 67,764,242
Major products line:
Dynamic Random Access
Memory (DRAM)
S. 3,369,626 8,212,681 52,683,153 3,393,246 67,658,706
Other 105,536 105,536
\$ 3,369,626 8,212,681 52,788,689 3,393,246 67,764,242

Contract balances $(i)$

September 30,
2019
December 31,
2018
September 30,
2018
Notes receivable from operating
activities
\$ 1.039 481 626
Accounts receivable 8,046,973 9,772,558 15,672,071
Less: allowance for impairment (9,298) (9,030)
Total S 8,048,012 9,763,741 15,663,667

For details on notes and accounts receivable, and loss allowance for impairment, please refer to note $6(b)$ .

$(q)$ Remuneration to employees

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 \$167,948, \$120,000, \$539,035 and \$1,640,949 for the three months and nine months ended September 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 difference between the estimated employee remuneration, which was stated in the financial statement for the year ended December 31, 2018, and the amount of actual distribution in 2019, amounted to \$1,739,997. The company recognized difference of \$3 in profit or loss in 2019.

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.

Non-operating income and expenses $(r)$

Other incomes $(i)$

For the three months ended
September 30,
For the nine months ended
September 30,
2019 2018 2019 2018
Interest income
Bank deposits and
short-term notes
\$
238,590
217,580 940,889 589,042
Financial lease 23,651 28,912 74,199 92,736
262,241 246,492 1,015,088 681,778

(ii) Other gains and losses

For the three months ended
September 30,
For the nine months ended
September 30,
2019 2018 2019 2018
Foreign exchange (loss)
gains
\$ (38, 396) 113,144 78,150 702,816
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 on non-financial
assets
92,961 8,883 213,283 109,744
Gain on disposals of
property, plant and
equipment
4,703 2,920 4,416 2,966
Others 36,018 39,037 104,156 97,213
S 95,286 163,984 400,005 632,129

(iii) Finance costs

For the three months ended
September 30,
September 30, For the nine months ended
2019 2018 2019 2018
Bank loans \$ 26
Amortization interest of
overseas convertible
bond
5,105
Financing from other
related parties
32 99 110 334
Amortization interest of
lease liabilities
645 2,463
Others 48 49 143 146
725 148 2,716 5,611

Financial instruments $(s)$

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:

Carrving
amount
Contractual
cash flow
Within 6
months
6-12months 1-2years 2-Syears Over 5 years
September 30, 2019
Non-derivative financial liabilities
Financing from other related parties \$ 3,510 3,668 79 3,589
Accounts payable (including related parties) 3,107,366 3,107,366 3,107,366
Other payables (including related parties) 8,445,531 8,445,531 8,445,531
Lease liabilities 149,622 150,505 100,337 50,168
s 11,706,029 11,707,070 11,653,313 53,757
December 31, 2018
Non-derivative financial liabilities
Financing from other related parties S 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
September 30, 2018
Non-derivative financial liabilities
Financing from other related parties \$ 9,764 10,249 242 10,007
Accounts payable (including related parties) 9,466,172 9,466,172 9,466,172
Other payables (including related parties) 9,089,140 9,089,140 9,089,140
S 18,565,076 18,565,561 18,555,554 10,007

It is not expected that the cash flows included in the maturity analysis could occur significantly earlier, or at significantly different amounts.

$(ii)$ Currency risk

1) Exposure to currency risk

The Group's significant exposure to foreign currency risk was as follows:

September 30, 2019 December 31, 2018 September 30, 2018
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
Financial assets:
Monetary items
USD s 393,810 31.042 12,224,650 1,565,831 30.733 48.122,684 1,733,932 30.551 52,973,357
JPY 1,662,378 0.2875 477,934 3,219,721 0.2772 892,507 143,737 0.2692 38,694
EUR 61 33.9439 2,071 7 35.167 246 17 35.5288 604
HKD 68,469 3.9581 271,007 ٠
Financial liabilities:
Monetary items
USD 131,174 31.042 4,071,903 135,655 30.733 4,169,085 177,032 30.551 5,408,505
JPY 2,302,487 0.2875 661,965 2,644,019 0.2772 732,922 4,104,067 0.2692 1,104,815
EUR 434 33.9439 14,732 4,387 35,1670 154,278 42,595 35.5288 1,513,349

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, and HKD as of September 30, 2019 and 2018 would have increased the net income before tax by \$82,271 and \$449,860 for the nine months ended September 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 nine months ended September 30, 2019 and 2018, foreign exchange gain (including realized and unrealized portions) amounted to \$78,150 and \$702,816, respectively.

$2)$ interest rate risk

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 \$35 and \$98 for the nine months ended September 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
  • Types and fair value of financial instruments $1)$

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:

September 30, 2019
Fair Value
Book Value Level 1 Level 2 Level 3 Total
Financial assets measured at amortized
cost
Cash and cash equivalents \$ 43,183,908
Notes and accounts Receivable 8,048,012
Other receivables (including related
parties)
1,636,228
Lease payments receivable (including
current portion)
919,452
Total \$ 53,787,600
Financial liabilities measured at
amortized cost
Accounts payable (including related
parties)
S 3,107,336
Other payables (including related
parties)
8,449,041
Lease liabilities-current 149,622
Total 11,705,999
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES
Notes to the Consolidated Financial Statements
December 31, 2018
Fair Value
Book Value Level 1 Level 2 Level 3 Total
Financial assets measured at amortized cost
Cash and cash equivalents S.
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
September 30, 2018
Fair Value
Book Value Level 1 Level 2 Level 3 Total
Financial assets measured at amortized
cost
Cash and cash equivalents 57,258,699
\$
Notes and accounts receivable, net 15,663,667
Other receivables 949,976
Lease payments receivable (including
current portion)
1,123,991
Total 74,996,333
S
Financial liabilities measured at
amortized cost
Accounts payable (including related
parties)
\$
9,466,172
Other payables (including related
parties) 9,098,904

$2)$ Valuation techniques for financial instruments not measured at fair value

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.

$3)$ There were no transfers from financial assets for the nine months ended September 30, 2019 and 2018.

Financial risk management $(t)$

There were no significant changes in the Group's financial risk management and policies as disclosed in Note $6(x)$ 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.

The investing and financing activities on non-cash transactions $(v)$

The Group's investing and financing activities on non-cash transactions for the nine months ended September 30, 2019 and 2018 were as follows:

  • $(i)$ Acquisition of right-of-use assets by lease, please refer to Note6 $(g)$ .
  • Financing activities which did not affect the current cash flows: $(ii)$
September 30, For the nine months ended
2019 2018
Conversion of convertible bonds to ordinary shares - 3,240,750
Retirement of treasury shares 2,665,621

(iii) Reconciliation of liabilities arising from financing activities were as follows:

Non-Cash changes
January 1, 2019 Cash flow Change in an index
of lease payment
Increased by other
payables
Interest expense September 30,
2019
Other payables to related parties 7.625 (4, 115) - - 3,510
Lease liabilities 300.605 (133, 947) (2.776) (16.723) 2.463 149.622
308,230 (138.062) (2,776) (16, 723) 2,463 153,132

(7) Related-party transactions:

$(a)$ Names and relationship with related parties

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
Name of related party Relationship with the Group
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.

  • $(b)$ Significant transactions with related parties
  • $(i)$ Purchase from related parties
Purchases
For the three months ended
September 30,
For the nine months ended
September 30,
Accounts payable to related parties
Relationship 2019 2018 2019 2018 September
30, 2019
December 31,
2018
September
30, 2018
Entities with significant influence
over the Group
Φ 18,048 32.153 79.512 61.903 6,044 5,626 10,584
Associates 984 4,221 ۰
Other related parties:
Formosa Sumco Technology
Corporation
255,129 440,985 1.038.483 1.289.575 249,187 322,068 334,242
Other related parties 64,359 30,932 234,715 81.325 15,459 4,370 5,423
337,536 504,070 1,353,694 1,437,024 270,690 332,064 350,249

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
For the three months ended
September 30.
For the nine months ended
September 30.
Other pavables to related parties
Relationshin 2019 2018 2019 2018 September
30, 2019
December 31.
2018
September
30, 2018
Associates 1.833.392 1,491,013 5.183.993 4.345.154 1,616,819 931.059 957.634

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
September 30
For the nine months ended
September 30
Relationship 2019 2018 2019 2018
Other related parties:
Formosa Heavy Industries
Corp. (GZ) Ltd.
80
Formosa Transportation
(Ningbo) Corp.
45
Formosa Technologies
(Nanjing) Corporation
32 99 110 188
Formosa Heavy Industries
Corporation
21
\$ 32 99 110 334
Other payables to related parties
Balance of borrowings Interest payable
Relationship September 30,
2019
December 31,
2018
September
2018
30,
September
30.
2019
2018 December 31, September 30,
2018
Other related parties:
Formosa Technologies (Nanjing) Corporation 3,510
-8
7,625 9,764 35 156 146

(iv) Property transactions

Acquisition of equipment $1)$

September 30, Acquisition price
For the nine months ended
Other payables to related parties
Relationship 2019 2018 September 30,
2019
December 31.
2018
September 30,
2018
Entities with significant influence over the Group 391 178
Other related parties 340 8.017 104 7.594
340 8,408 104 7,772

Acquisition of Financial Assets $2)$

For the nine months ended September 30, 2018
Relationship Account Number of
shares of
transaction
(in thousands)
Item of
transaction
Acquisition
price
Associates Investments Shares of Formosa
accounted for using Advanced
equity method 84,022 Technologies Co., Ltd. \$ 3,049,999

$(v)$ Leases

Amount
For the three months ended
September 30,
For the nine months ended
September 30,
2019 2018 2019 2018
Entities with significant
influence over the
Group 12,675 58,537 36,769 170,911

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 nine months ended 2018, the rent expense were amounting to \$50,663 and \$152,265, 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 nine months ended September 30, 2019, the Group recognized the amount of \$645 and \$2,463, as interest expense, respectively. As of September 30, 2019, the balance of lease liabilities amounted to \$149,622.

(c) Key management personnel compensation

Key management personnel compensation comprised:

For the three months ended
September 30,
For the nine months ended
September 30,
2019 2018 2019 2018
Short-term employee benefits \$ 68,259 48,301 92,222 70,533
Share-based payment 855 2,262 3.087 16,695
69,114 50,563 95,309 87,228

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 September 30,
2019
December 31, September 30,
2018
2018
Other non-current
assets Office leasing 5,270 5.137

(9) Commitments and contingencies:

$(a)$ Significant commitments

September 30,
2019
2018 December 31, September 30,
2018
Guarantees for importation goods provided by
bank
S 1,045,000 1,035,000 435,000
Unused letters of credit 29,739 419,639 1,797,359
Total 1,074,739 1,454,639 2,232,359
  • Contingent liabilities $(b)$
  • In 2000, the Company was charged by Brazil's Ministry of Justice as being involved in the $(i)$ 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.
  • In October 2016, Lone Star Silicon Innovations LLC (Lone Star) filed a lawsuit against Nanya $(ii)$ 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:
    • $1)$ The estimated cost for improving specific environmental safety and factory facilities in 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 September 30, 2019, the payment amounting to \$44,150 (USD1,460 thousand) had been recognized by the Company.
    • The Company agreed to share the 50% portion of the total losses for penalty, improving $2)$ 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:

On November 8, 2019, the Company's Board of Directors approved to increase the capital of its subsidiary, Nanya Technology International Corporation, amounting to USD 200 million by issuing 200 shares with a par value of USD 1 million per share.

$(12)$ Other:

A summary of current-period employee benefits, depreciation, and amortization, by function, is as $(a)$ follows:

For the three months ended
September 30, 2019
For the three months ended
September 30, 2018
Cost of goods
sold
Operating
expenses
Total Cost of goods
sold
Operating
expenses
Total
Employee benefits
Salaries 766,822 607,558 1,374,380 734,308 544,113 1,278,421
Labor and health insurance 48.526 35,945 84,471 43,782 33,015 76,797
Pension expenses 24,608 18,735 43,343 23,228 15,459 38,687
Remuneration of directors 1,560 1,560 $\blacksquare$ 1,710 1,710
Other personnel expenses 18,058 6,020 24,078 17,273 5,732 23,005
Depreciation expenses 3,600,520 77,891 3,678,411 3,001,258 38,872 3,040,130
Amortization expenses 26.614 $\blacksquare$ 26,614 12,964 12,964
For the nine months ended
September 30, 2019
For the nine months ended
September 30, 2018
Cost of goods
sold
Operating
expenses
Total Cost of goods
sold
Operating
expenses
Total
Employee benefits
Salaries 2,196,744 1,545,634 3,742,378 3,313,296 1,956,925 5,270,221
Labor and health insurance 143,790 107,177 250,967 130,148 95,716 225,864
Pension expenses 73,942 54,608 128,550 69,480 47,166 116,646
Remuneration for directors 4.990 4.990 4.750 4,750
Other personnel expenses 53,789 17,782 71,571 50,956 16,825 67,781
Depreciation expenses 10,443,183 178,556 10,621,739 8,755,069 116,646 8,871,715
Amortization expenses 66,328 66,328 84,334 84,334

$(b)$ The Group's operations were not affected by seasonality or cyclicality factors.

(13) Other disclosures:

(a) Information on significant transactions:

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 nine months ended September 30, 2019:

  • Loans to other parties: None $(i)$
  • (ii) Guarantees and endorsements for other parties: None
  • (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 (Cayman)
Co., Ltd.
Financial assets measured
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

(v) Acquisition of individual real estate with amount exceeding \$300 million or 20% of the Company's paid-in capital: None

  • (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:
Transactions with terms
Transaction details different from others Notes/Accounts receivable (payable)
Percentage of Percentage of total
Name of Nature of Purchase total Payment notes/accounts
company Related party relationship /Sale Amount purchases/sales Payment terms Unit price terms Ending balance receivable (payable) Note
The Company Nanya Technology
Corp., U.S.A.
Subsidiary (Sale) (3,801,664) (9.90)% O/A 60~90Days 1,447,321 17.43% (Note)
The Company Nanya Technology
Corp., Japan
Subsidiary (Sale) (3, 135, 640) (8.17)% O/A 180Days 667,442 8.04% (Note)
The Company Nanya Technology
Corp., Europe
GmbH
Subsidiary (Sale) (2,048,598) (5.34)% O/A 60~90Days 401,426 4.83% (Note)
The company Nanya Technology
Corp., HK
subsidiary (Sale) (142, 569) (0.37)% O/A 60~90 Days 41,441 0.50% (Note)
The Company Formosa Sumco
Technology Corp.
Other related parties Purchase 1,038,483 11.25% O/A 60Days (249, 187) (8.02)%
The Company Formosa Biomedical Other related parties
Technology
Corporation
Purchase 116,117 1.26% Payment after
arrival and
inspection of
goods
(6,045) (0.19)%
Nanya
Technology
Corp., U.S.A
Nanya Technology
Corp
The parent company Purchase 3,801,664 100.00% O/A 60~90Days (1, 447, 321) $(100.00)\%$ (Note)
Nanva
Technology
Corp., Japan
Nanva Technology
Corp
The parent company Purchase 3,135,640 100,00% O/A 180Days (667, 442) $(100.00)\%$ (Note)
Nanva
Technology
Corp., Europe
GmbH
Nanva Technology
Corp
The parent company Purchase 2,048,598 100.00% O/A 60-90Days (401, 426) (100.00)% (Note)
Nanva
Technology
Corp., HK
Nanva Technology
Corp
The parent company Purchase 142,569 100.00% O/A 60~90Days (41, 441) $(100.00)\%$ (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. Subsidiary ,447,321 2.57 552,637
The Company Nanya Technology Corp., Japan Subsidiary 667,442 6.11 361.085
The Company Nanya Technology Europe GmbH Subsidiary 401.426 5.56 211.422

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
$\Omega$ Nanya Technology Corp. Nanya Technology Corp.,
U.S.A
Sales 3,801,664 On the basis of general
conditions
9.85%
$\theta$ Nanya Technology Corp. Nanya Technology Corp.,
Japan
Sales 3,135,640 On the basis of general
conditions
8.12%
$\mathbf 0$ Nanya Technology Corp. Nanya Technology Europe
GmbH
Sales 2,048,598 On the basis of general
lconditions.
5.31%
$\Omega$ Nanya Technology Corp. Nanya Technology Corp. Sales 142,569 On the basis of general
lconditions
0.37%
$\theta$ Nanya Technology Corp. Nanya Technology Corp.,
U.S.A
Accounts receivable 1,447,321 On the basis of general
conditions
0.87%
$\Omega$ Nanya Technology Corp. Nanya Technology Corp.,
Japan
Accounts receivable 667,442 On the basis of general
conditions
$0.40\%$
0 Nanya Technology Corp. Nanya Technology Europe
GmbH
Accounts receivable 401,426 On the basis of general
conditions
0.24%

Note 1: Assigned numbers represent the following:

  1. 0 represents the parent company.

  2. The subsidiaries are represented numerically starting from 1.

Note 2: The terms of transactions are defined as follows:

    1. Parent company to subsidiary.
    1. Subsidiary to parent company.
    1. 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.

Information on investees (excluding information on investees in Mainland China): $(b)$

The following is the information on investees for the nine months ended September 30, 2019:

(In Thousands of New Taiwan Dollars / Shares)

m Thousands of New Turwan Donals / Bilates/
Main Original investment amount Balance as of September 30, 2019 Net income Share of
Name of investor Name of investee Location businesses and products September 30. December 31. Shares Percentage of Carrying of investee profits Note
2019 2018 (thousands) ownership value of investee
The Company Nanya Technology Corp, U.S.A. IU S.A Sales of semiconductor products 20,392 20,392 100.00 % 161.646 19,333 19,333 (Notel)
The Company Nanya Technology Corp., Delaware J.S.A Design of semiconductor products 36,005 36,005 100.00% 168,692 17,667 17,667 (Notel)
The Company Nanya Technology Corp., HK Hong Kong Sales of semiconductor products 66,271 66,271 20 100.00% 54.790 5.053 5,053 (Notel)
The Company Nanya Technology Corp., Japan Japan Sales of semiconductor products 20,161 20,161 100.00 % 184.509 4.407 4,407 (Notel)
The Company Nanya Technology International, Ltd British General investment business 30,888,000 30,888,000 100.00 % 31,790,334 745,134 745,134 (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% 2,949,195 956,006 176,033 (Note 2)
Nanya Technology Corp., HK Nanya Technology Europe GmbH Germany Sales of semiconductor products 30,056 30,056 100.00 % 64,751 4,216 4,216 (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:

The names of investees in Mainland China, the main businesses and products, and other information: $(i)$

(In Thousands of New Taiwan Dollars)

Main Total Accumulated
outflow of
Investment flows Accumulated
outflow of
Net
income
Accumulated
Name of
investee
businesses
and
products
amount
of paid-in
capital
Method
пf
investment from
Taiwan as of
Outflow Inflow investment from
Taiwan as of
September 30.
$(\text{losses})$
of the
investee
Percentage Investment
of
ownership
income
(losses)
Book
value
remittance of
earnings in
current period
investment January 1, 2019 2019
Nanya Technology Corp., Sales of semiconductor 30.576 (Note 1) 30,576 30.576 (579) 100.00% (579) 13,248
Shenzhen broducts rusd985l (USD985 (USD985
thousand thousand) thousand)

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) Upper Limit on Investment Accumulated Investment in Mainland China as Investment Amounts Authorized by $(Note 2)$ of September 30, 2019 (Note 1) Investment Commission, MOEA (Note 1) 30,576 30,576 91,069,589 (USD985 thousand) (USD985 thousand)

Note 1: The exchange rate of New Taiwan dollars to US dollars on September 30, 2019 was USD1: TWD 31.042.

Note 2:60% of net equity.

(iii) Significant transactions: None

(14) Segment information:

For the three months ended September 30, 2019
Japanese
division
USA
division
Manufacturing
divisions
Others
divisions
Adjustments
and eliminated
Total
Revenue:
From external customers S 1,137,611 1,928,515 11,009,047 724,180 14,799,353
From sales among intersegments 468 3,702,566 179,243 (3,882,277)
Total revenue 1,137,611 1,928,983 14,711,613 903,423 (3,882,277) 14,799,353
Reportable segment profit or loss (5,299) 6,844 2,683,207 227,660 (228, 684) 2,683,728
For the three months ended September 30, 2018
Japanese
division
USA
division
Manufacturing
divisions
Others
divisions
Adiustments
and eliminated
Total
Revenue:
From external customers S 1,224,519 3.916,069 18, 192, 342 1,041,656 24,374,586
From sales among intersegments 461 6,114,540 170,687 (6, 285, 688)
Total revenue 1,224,519 3,916,530 24,306,882 1,212,343 (6,285,688) 24,374,586
Reportable segment profit or loss 40,524 21,436 12,872,086 255 (61, 837) 12,872,464
For the nine months ended September 30, 2019
Japanese
division
USA
division
Manufacturing
divisions
Others
divisions
Adjustments
and eliminated
Total
Revenue:
From external customers s 3,237,696 3,889,326 29,265,794 2,219,133 38,611,949
From sales among intersegments 1,398 9,128,471 382,157 (9,512,026)
Total revenue 3,237,696 3,890,724 38,394,265 2,601,290 (9,512,026) 38,611,949
Reportable segment profit or loss 4,288 19,333 9,673,497 769,302 (791,594 9,674,826
For the nine months ended September 30, 2018
Japanese
division
USA
division
Manufacturing
divisions
Others
divisions
Adiustments
and eliminated
Total
Revenue:
From external customers s
3,369,626
8,211,334 52,826,945 3,356,337 67,764,242
From sales among intersegments 1,347 14,572,860 330,421 (14,904,628)
Total revenue 3,369,626 8,212,681 67,399,805 3,686,758 (14, 904, 628) 67,764,242
Reportable segment profit or loss 17,319 26,088 33,598,751 26,173 (68, 639) 33,599,692
Japanese
division
USA
division
Manufacturing
divisions
Others
divisions
Adjustments
and eliminated
Total
Reportable segment assets
Balance at September 30, 2019 853,264 1,617,969 165,664,086 32,475,675 (34,963,396) 165,647,598
Balance at December 31, 2018 882,323 2,654,957 203,166,038 31,591,529 (55,709,034) 182,585,813
Balance at September 30, 2018 942,805 3,718,889 181,637,711 1,041,787 (5,695,903) 181,645,289
Japanese
division
USA
division
Manufacturing
divisions
Others
divisions
Adjustments
and eliminated
Total
Reportable segment liabilities
Balance at September 30, 2019 668,569 1,448,608 13,881,438 461,859 (2,595,524) 13,864,950
Balance at December 31, 2018 708,537 2,506,403 38,258,740 652,582 (24,447,747) 17,678,515
Balance at September 30, 2018 750,424 3,569,575 21,746,254 798,006 (5,110,426) 21,753,833