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NTC — Interim / Quarterly Report 2021
Dec 16, 2021
52061_rns_2021-12-16_b5f24c8f-cefd-42c5-acd0-af40e8b6a9d6.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 Six Months Ended June 30, 2021 and 2020
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.
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Table of contents
| Contents 1. Cover Page 2. Table of Contents 3. Independent Auditors’ Review Report 4. Consolidated Balance Sheets 5. Consolidated Statements of Comprehensive Income 6. Consolidated Statements of Changes in Equity 7. Consolidated Statements of Cash Flows 8. Notes to the Consolidated Financial Statements (1) Company history (2) Approval date and procedures of the consolidated financial statements (3) New standards, amendments and interpretations adopted (4) Summary of significant accounting policies (5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty (6) Explanation of significant accounts (7) Related-party transactions (8) Pledged assets (9) Commitments and contingencies (10) Losses Due to Major Disasters (11) Subsequent Events (12) Other (13) Other disclosures (a) Information on significant transactions (b) Information on investees (c) Information on investment in mainland China (d) Information on major shareholders (14) Segment information |
Page |
|---|---|
| 1 2 3 4 5 6 7 8 8 8~10 10~11 11 12~34 34~37 37 37~38 38 38 39 40~41 41 42 42 43 |
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KPMG
台北市110615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, Fax 傳真 + 886 2 8101 6667 Xinyi Road, Taipei City 110615, Taiwan (R.O.C.) Internet 網址 home.kpmg/tw
Independent Auditors’ Review Report
To the Board of Directors of Nanya Technology Corporation:
Introduction
We have reviewed the accompanying consolidated balance sheets of Nanya Technology Corporation (the "Company") and its subsidiaries (together referred to as the "Group") as of June 30, 2021 and 2020, the related consolidated statements of comprehensive income for the three months and six months ended June 30, 2021 and 2020, as well as the changes in equity and cash flows for the six months ended June 30, 2021 and 2020, and notes to the consolidated financial statements, including a summary of significant accounting policies. The management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard ("IASs") 34, “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our reviews.
Scope of Review
Except as explained in the Basis for Qualified Conclusion paragraph for the six months ended June 30, 2020, we conducted our reviews in accordance with Statement of Auditing Standards 65, “ Review of Financial Information Performed by the Independent Auditor of the Entity” . A review of the consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the generally accepted auditing standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Basis for Qualified Conclusion of the consolidated financial report for the six months ended June 30, 2020
As stated in Note 4(b), the consolidated financial statements included the financial statements of certain nonsignificant subsidiaries, which were not reviewed by independent auditors. These financial statements reflect the total assets amounting to $3,776,449 thousand, constituting 2.25% of the consolidated total assets; and the total liabilities amounting to $32,601 thousand, constituting 0.21% of the consolidated total liabilities as of June 30, 2020, as well as the total comprehensive income amounting to $10,117 thousand and $32,868 thousand, constituting 0.40% and 0.74% of the consolidated total comprehensive income for the three months and six months ended June 30, 2020, respectively.
KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.
3-1
Unqualified Conclusion and Qualified Conclusion
Except for the adjustments for the six months ended June 30, 2020, 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 for the six months ended June 30, 2020 above been reviewed by independent auditors, based on our reviews and the review report of another auditor (please refer to Other Matter paragraph), nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as of June 30, 2021 and 2020, and of its consolidated financial performance for the three months and six months ended June 30, 2021 and 2020, as well as of its consolidated cash flows for the six months ended June 30, 2021 and 2020, 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 $4,823,727 thousand , constituting 2.87% of the consolidated total assets as of June 30, 2020, and the share of profit of associates accounted for using the equity method amounted to $134,160 thousand and $252,566 thousand, constituting 3.90% and 4.38% of the consolidated total profit before tax for the three months and six months ended June 30, 2020, respectively.
The engagement partners on the reviews resulting in this independent auditors’ review report are Hui-Chih Ko and Hsin-Yi Kuo.
KPMG
Taipei, Taiwan (Republic of China) August 4, 2021
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’ 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’ report and consolidated financial statements, the Chinese version shall prevail.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with the generally accepted auditing standards as of June 30, 2021 and 2020
Nanya Technology Corporation and Subsidiaries
Consolidated Balance Sheets
June 30, 2021, December 31 and June 30, 2020 (Expressed in Thousands of New Taiwan Dollars)
| June 30, 2021 Assets Amount % Current assets: 1100 Cash and cash equivalents (Note 6(a)) $ 67,737,583 38 1150 Notes receivable, net (Notes 6(b)(p)) 4 - 1170 Accounts receivable, net (Notes 6(b)(p)) 10,812,992 6 1180 Accounts receivable due from related parties, net (Note 6(b)(p) and 7) - - 1200 Other receivables (Notes 6(c)) 1,398,955 1 1210 Other receivables due from related parties (Note 7) 325,475 - 1310 Inventories (Note 6(d)) 11,077,152 6 1410 Prepayments (Note 6(e)) 1,000,113 1 1470 Other current assets (Note 6(e)) 635,130 - Total current assets 92,987,404 52 Non-current assets: 1550 Investments accounted for using equity method (Note 6(f)) 5,106,165 3 1600 Property, plant and equipment (Notes 6(g)(v) and 7) 75,957,021 43 1755 Right-of-use assets (Notes 6(h)) 1,753,850 2 1780 Intangible assets 1,137,642 - 1840 Deferred tax assets 314,214 - 194D Long-term financial lease payments receivable (Note 6(i)) 371,855 - 1990 Other non-current assets (Note 8) 132,678 - Total non-current assets 84,773,425 48 Total assets $ 177,760,829 100 |
December 31, 2020 Amount % 51,725,906 31 - - 7,867,928 4 8,237 - 1,496,119 1 - - 14,126,982 9 559,481 - 959,948 1 76,744,601 46 5,160,505 3 79,728,620 49 1,790,192 1 1,258,380 1 353,567 - 483,436 - 112,679 - 88,887,379 54 165,631,980 100 |
June 30, 2020 Amount % 51,335,225 30 37 - 9,892,078 6 - - 1,734,762 1 311,324 - 16,586,421 10 742,259 - 871,416 1 81,473,522 48 4,823,727 3 80,497,815 48 - - 258,282 - 519,150 - 589,351 1 51,079 - 86,739,404 52 168,212,926 100 Liabilities and Equity Current liabilities: 2170 Accounts payable 2180 Accounts payable to related parties (Note 7) 2200 Other payables 2216 Dividends payable (Note 6(m)) 2220 Other payables to related parties (Note 7) 2230 Current tax liabilities 2280 Current lease liabilities (Notes 6(j) and 7) 2399 Other current liabilities Total current liabilities Non-Current liabilities: 2570 Deferred tax liabilities 2580 Non-current lease liabilities (Notes 6(j) and 7) 2640 Net defined benefit liability, non-current 2670 Other non-current liabilities Total non-current liabilities Total liabilities Equity (Note 6(m)): 3110 Ordinary shares 3140 Advance receipts for share capital 3200 Capital surplus 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings 3400 Other equity interest 3500 Treasury shares Total equity Total liabilities and equity |
June 30, 2021 | December 31, 2020 | June 30, 2020 | ||
|---|---|---|---|---|---|---|---|
| Amount % |
Amount % |
Amount % |
|||||
| 2,027,096 1 84,678 - 4,210,690 2 780 - 1,069,910 1 1,131,327 1 178,432 - 75,759 - 8,778,672 5 4,042 - 1,617,652 1 566,283 - 853,304 1 3,041,281 2 11,819,953 7 30,935,939 19 36,264 - 32,451,689 20 14,110,871 8 1,041,100 1 79,394,603 48 (3,011,507) (2) (1,146,932) (1) 153,812,027 93 165,631,980 100 |
2,042,402 1 95,815 - 5,947,646 3 4,600,756 3 1,151,802 1 1,163,028 1 - - 1,044 - 15,002,493 9 1,179 - - - 573,613 - 171,009 - 745,801 - 15,748,294 9 30,746,609 18 512,665 - 32,086,782 19 14,110,871 8 1,041,100 1 76,853,667 46 (1,740,130) (1) (1,146,932) - 152,464,632 91 168,212,926 100 |
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
Nanya Technology Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income
For the three months and six months ended June 30, 2021 and 2020
(Expressed in Thousands of New Taiwan Dollars, Except Earnings Per Share)
| For the three months ended June 30, 2021 2020 Amount % Amount % 4000 Operating revenue (Note 6(p)) $ 22,637,468 100 16,489,357 100 5000 Operating costs (Notes 6(g)(h)(j)(k)(n)(q) and 7) (13,054,142) (58) (11,447,186) (69) Gross profit from operations 9,583,326 42 5,042,171 31 Operating expenses (Notes 6(g)(h)(j)(k)(n)(q) and 7): 6100 Selling expenses (230,798) (1) (232,303) (1) 6200 Administrative expenses (407,811) (2) (342,048) (2) 6300 Research and development expenses (1,881,648) (8) (1,238,645) (8) Total operating expenses (2,520,257) (11) (1,812,996) (11) Net operating income 7,063,069 31 3,229,175 20 Non-operating income and expenses (Notes 6(g)(i)(j)(r) and 7): 7100 Interest income 81,347 - 228,948 1 7020 Other gains and losses, net (339,078) (1) (156,009) (1) 7050 Finance costs (5,946) - (195) - 7060 Share of profit of associates accounted for using equity method, net 120,448 - 134,160 1 Total non-operating income and expenses (143,229) (1) 206,904 1 7900 Profit from continuing operations before tax 6,919,840 30 3,436,079 21 7950 Income tax expenses (Note 6(l)) (756,473) (3) (215,837) (1) Profit 6,163,367 27 3,220,242 20 8300 Other comprehensive income (loss) (Note 6(m)): 8310 Components of other comprehensive income (loss) income that will not be reclassified to profit or loss 8320 Share of other comprehensive income (loss) of associates accounted for using equity method, components of other comprehensive income (loss) that will not be reclassified to profit or loss (26,609) - 86,323 1 8349 Less: Income tax related to components of other comprehensive income (loss) that will not be reclassified to profit or loss - - - - Components of other comprehensive income (loss) that will not be reclassified to profit or loss (26,609) - 86,323 1 8360 Components of other comprehensive (loss) income that may be reclassified to profit or loss 8361 Exchange differences on translation of foreign financial statements (810,208) (3) (749,080) (5) 8399 Less:Income tax related to components of other comprehensive income (loss) that may be reclassified to profit or loss - - - - Components of other comprehensive (loss) income that may be reclassified to profit or loss (810,208) (3) (749,080) (5) 8300 Other comprehensive (loss) income, net (836,817) (3) (662,757) (4) 8500 Comprehensive income $ 5,326,550 24 2,557,485 16 Earnings per share (Note 6(o)) 9750 Basic earnings per share $ 2.00 1.05 9850 Diluted earnings per share $ 1.99 1.05 |
For the three months ended June 30, |
For the three months ended June 30, |
For the six mo June |
nths ended 30, 2020 Amount % 30,908,227 100 (22,429,857) (73) 8,478,370 27 (411,293) (1) (695,941) (2) (2,309,764) (8) (3,416,998) (11) 5,061,372 16 478,450 1 (31,991) - (567) - 252,566 1 698,458 2 5,759,830 18 (611,314) (2) 5,148,516 16 (136,751) - - - (136,751) - (562,279) (2) - - (562,279) (2) (699,030) (2) 4,449,486 14 1.68 |
|---|---|---|---|---|
| 2020 Amount % 16,489,357 100 (11,447,186) (69) 5,042,171 31 (232,303) (1) (342,048) (2) (1,238,645) (8) (1,812,996) (11) 3,229,175 20 228,948 1 (156,009) (1) (195) - 134,160 1 206,904 1 3,436,079 21 (215,837) (1) 3,220,242 20 86,323 1 - - 86,323 1 (749,080) (5) - - (749,080) (5) (662,757) (4) 2,557,485 16 1.05 1.05 |
2021 Amount % 40,368,081 100 (25,622,743) (63) 14,745,338 37 (409,102) (1) (721,942) (2) (3,524,241) (9) (4,655,285) (12) 10,090,053 25 146,211 - (225,836) (1) (11,995) - 255,412 1 163,792 - 10,253,845 25 (1,386,145) (3) 8,867,700 22 15,723 - - - 15,723 - (795,939) (2) - - (795,939) (2) (780,216) (2) 8,087,484 20 2.88 2.86 |
|||
| 1.67 |
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
Nanya Technology Corporation and Subsidiaries
Consolidated Statements of Changes in Equity For the six months ended June 30, 2021 and 2020 (Expressed in Thousands of New Taiwan Dollars)
| Balance at January 1, 2020 Net profit for the six months ended June 30, 2020 Other comprehensive loss for the six months ended June 30, 2020 Total comprehensive income (loss) for the six months ended June 30, 2020 Appropriation and distribution of retained earnings: Legal reserve appropriated Special reserve appropriated Cash dividends of ordinary share Other changes in capital surplus: Recognized compensation costs on employee stock options Exercise of employee share options Balance at June 30, 2020 Balance at January 1, 2021 Net profit for the six months ended June 30, 2021 Other comprehensive income (loss) for the six months ended June 30, 2021 Total comprehensive income (loss) for the six months ended June 30, 2021 Appropriation and distribution of retained earnings: Legal reserve appropriated Special reserve appropriated Cash dividends of ordinary share Exercise of employee share options Treasury shares transferred to employees Balance at June 30, 2021 |
Ordinary shares |
Ordinary shares |
Advance receipts for share capital 3,475 - - - - - - - 509,190 512,665 36,264 - - - - - - (35,141) - 1,123 |
Capital surplus 32,005,339 - - - - - - 56,560 24,883 32,086,782 32,451,689 - - - - - - 63,274 232,306 32,747,269 |
Legal reserve 13,128,412 - - - 982,459 - - - - 14,110,871 14,110,871 - - - 768,945 - - - - 14,879,816 |
Special reserve |
Unappropriated retained earnings |
O | t | her equity interes | t Total other equity interest (1,041,100) - (699,030) (699,030) - - - - - (1,740,130) (3,011,507) - (780,216) (780,216) - - - - - (3,791,723) |
Treasury shares (1,146,932) - - - - - - - - (1,146,932) (1,146,932) - - - - - - - 453,153 (693,779) |
Total equity | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Exchange differences on translation of foreign financial statements |
Unrealized gains (losses) on financial assets measured at fair value through other comprehensive income |
|||||||||||||||
| $ 30,733,649 - - - - - - - 12,960 $ 30,746,609 $ 30,935,939 - - - - - - 34,180 - $ 30,970,119 |
273,834 | 78,054,876 5,148,516 - 5,148,516 (982,459) (767,266) (4,600,000) - - 76,853,667 79,394,603 8,867,700 - 8,867,700 (768,945) (1,970,407) (4,000,000) - - 81,522,951 |
(938,039) - (562,279) (562,279) - - - - - (1,500,318) (2,893,732) - (795,939) (795,939) - - - - - (3,689,671) |
(103,061) - (136,751) (136,751) - - - - - (239,812) (117,775) - 15,723 15,723 - - - - - (102,052) |
152,011,553 | |||||||||||
| - - |
5,148,516 (699,030) |
|||||||||||||||
| - | 4,449,486 | |||||||||||||||
| - 767,266 - - - |
- - (4,600,000) 56,560 547,033 |
|||||||||||||||
| 1,041,100 | 152,464,632 | |||||||||||||||
| $ 30,935,939 | 1,041,100 | 153,812,027 | ||||||||||||||
| - - |
- - |
8,867,700 (780,216) |
||||||||||||||
| - | - | 8,087,484 | ||||||||||||||
| - - - 34,180 - |
- 1,970,407 - - - |
- - (4,000,000) 62,313 685,459 |
||||||||||||||
| $ 30,970,119 |
3,011,507 | 158,647,283 |
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards
Nanya Technology Corporation and Subsidiaries
Consolidated Statements of Cash Flows
For the six months ended June 30, 2021 and 2020
(Expressed in Thousands of New Taiwan Dollars)
| Cash flows from operating activities: Profit before tax Adjustments: Adjustments to reconcile profit: Depreciation expense Amortization expense Interest expense Interest income Share-based payments Share of profit of associates accounted for using equity method Gain or loss on disposal of property, plant and equipment Reversal of impairment loss on non-financial assets Unrealized foreign exchange gain or loss Others Total adjustments to reconcile profit Changes in operating assets and liabilities: Notes and accounts receivable (including related parties) Other receivables Inventories prepayments Other current assets Accounts payable (including related parties) Other payables (including related parties) Other current liabilities Net defined benefit liability Other non-current liabilities Total net changes in operating assets and liabilities Cash inflow generated from operations Interest received Interest paid Income taxes paid Net cash flows from operating activities Cash flows used in investing activities: Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Increase in refundable deposits Acquisition of intangible assets Decrease in lease and installment receivables Increase in other non-current assets Net cash flows used in investing activities Cash flows from financing activities: Decrease in guarantee deposits received Decrease in other payables to related parties Payment of lease liabilities Exercise of employee share options Treasury shares transferred to employees Net cash flows from financing activities Effect of exchange rate changes on cash and cash equivalents Net increase in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period |
For the six mo June |
nths ended 30, 2020 5,759,830 |
|
|---|---|---|---|
| 7,114,433 44,826 567 (478,450) 56,560 (252,566) (20) - 60,436 (30,748) |
|||
| 6,515,038 | |||
| (2,613,671) (88,060) 1,536,075 (100,256) 123,710 (638,712) (736,395) (91,710) (2,283) (6,838) |
|||
| (2,618,140) | |||
| 9,656,728 421,524 (217) (928,282) |
|||
| 9,149,753 | |||
| (1,857,977) 20 (4,399) (53,327) 132,165 (3,905) |
|||
| (1,787,423) | |||
| (9,938) (122) (100,336) 547,033 - |
|||
| 436,637 | |||
| (612,721) | |||
| 7,186,246 44,148,979 |
|||
| 51,335,225 |
See accompanying notes to consolidated financial statements.
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(English Translation of Consolidated Financial Statements Originally Issued in Chinese) Reviewed only, not audited in accordance with generally accepted auditing standards Nanya Technology Corporation and Subsidiaries
Notes to the Consolidated Financial Statements
June 30, 2021 and 2020
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(1) Company history
Nanya Technology Corporation (the “ Company” ) was legally established with the approval of the Ministry of Economic Affairs on March 4, 1995, with registered address at No.98 Nanlin Road Dake Vil., Taishan District, New Taipei City, Taiwan. The main operating activities of the Company and its subsidiary (the “Group”) are researching, developing, manufacturing and selling semiconductor products, and the import and export of its machinery, equipment and raw materials.
(2) Approval date and procedures of the consolidated financial statements:
The consolidated financial statements were authorized for issuance by the Board of Directors on August 4, 2021.
(3) New standards, amendments and interpretations adopted:
- (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.
The Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated financial statements, from January 1, 2021:
-
●Amendments to IFRS 4 “Extension of the Temporary Exemption from Applying IFRS 9”
-
●Amendments to IFRS 9, IAS39, IFRS7, IFRS 4 and IFRS 16 “Interest Rate Benchmark Reform— Phase 2”
-
●Amendments to IFRS 16 “Covid-19-Related Rent Concessions beyond June 30, 2021”
-
(b) The impact of IFRS issued by the FSC but not yet effective
The Group assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2022, would not have a significant impact on its consolidated financial statements:
-
-
-
●Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use”
-
-
-
●Amendments to IAS 37 “Onerous Contracts Cost of Fulfilling a Contract”
-
●Annual Improvements to IFRS Standards 2018–2020
-
●Amendments to IFRS 3 “Reference to the Conceptual Framework”
(Continued)
9
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (c) The impact of IFRS issued by IASB but not yet endorsed by the FSC
The following new and amended standards, which may be relevant to the Group, have been issued by the International Accounting Standards Board (IASB), but have yet to be endorsed by the FSC:
| Standards or Interpretations Amendments to IAS 1 “Classification of Liabilities as Current or Non-current” Amendments to IAS 1 “Disclosure of Accounting Policies” Amendments to IAS 8 “Definition of Accounting Estimates” |
Content of amendment Effective date per IASB The amendments aim to promote consistency in applying the requirements by helping companies determine whether, in the statement of balance sheet, debt and other liabilities with an uncertain settlement date should be classified as current (due or potentially due to be settled within one year) or non-current. The amendments include clarifying the classification requirements for debt a company might settle by converting it into equity. January 1, 2023 The key amendments to IAS 1 include: ●requiring companies to disclose their material accounting policies rather than their significant accounting policies; ●clarifying that accounting policies related to immaterial transactions, other events or conditions are themselves immaterial and as such need not be disclosed; and ●clarifying that not all accounting policies that relate to material transactions, other events or conditions are themselves material to a company’s financial statements. January 1, 2023 The amendments introduce a new definition for accounting estimates: clarifying that they are monetary amounts in the financial statements that are subject to measurement uncertainty. The amendments also clarify the relationship between accounting policies and accounting estimates by specifying that a company develops an accounting estimate to achieve the objective set out by an accounting policy. January 1, 2023 |
|---|---|
(Continued)
10
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Standards or Interpretations Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities arising from a Single Transaction” |
Content of amendment Effective date per IASB The amendments narrowed the scope of the recognition exemption so that it no longer applies to transactions that, on initial recognition, give rise to equal taxable and deductible temporary differences. January 1, 2023 |
|---|---|
The Group is evaluating the impact of its 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.
The Group does not expect the following other new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its consolidated financial statements:
-
●Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”
-
●IFRS 17 “ Insurance Contracts” and amendments to IFRS 17 “ Insurance Contracts”
(4) Summary of significant accounting policies:
- (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, 2020. For the related information, please refer to note 4 of the consolidated financial statements for the year ended December 31, 2020.
-
(b) Basis of consolidation
-
(i) List of subsidiaries included in the consolidated financial statements:
| Investor | The name of subsidiaries | Business activity | Shareholding | June 30, 2020 Note % 100.00 Note % 100.00 Note % 100.00 Note % 100.00 Note |
|
|---|---|---|---|---|---|
| June 30, 2021 |
December 31, 2020 |
||||
| The Company The Company The Company The Company |
NANYA TECHNOLOGY CORP. U.S.A NANYA TECHNOLOGY CORP. Delaware NANYA TECHNOLOGY CORP. H.K. NANYA TECHNOLOGY CORP. Japan |
Sales of semiconductor products Design of semiconductor products Sales of semiconductor products Sales of semiconductor products |
% 100.00 % 100.00 % 100.00 % 100.00 |
% 100.00 % 100.00 % 100.00 % 100.00 |
(Continued)
11
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Investor | The name of subsidiaries | Business activity | Shareholding | June 30, 2020 Note % 100.00 % 100.00 Note % 100.00 Note |
|
|---|---|---|---|---|---|
| June 30, 2021 |
December 31, 2020 |
||||
| The Company NANYA TECHNOLOGY CORP. H.K. NANYA TECHNOLOGY CORP. H.K. |
NANYA TECHNOLOGY INTERNATIONAL LTD. NANYA TECHNOLOGY CORP., Europe GmbH NANYA TECHNOLOGY CORP. Shenzhen |
General investment business Sales of semiconductor products Sales of semiconductor products |
% 100.00 % 100.00 % 100.00 |
% 100.00 % 100.00 % 100.00 |
Note: The company is a non significant subsidiary, its financial statements for the six months ended June 30, 2020 have not been reviewed by independent auditors.
(ii) Subsidiaries not included in the consolidated financial statements: None.
(c) Employee benefits
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, and was adjusted according to material volatility of the market, no material reimbursement and settlement or other material one-time events since prior fiscal year.
(d) Income taxes
The income tax expenses have been prepared and disclosed in accordance with paragraph B12 of International Financial Reporting Standards 34, Interim Reporting.
Income tax expenses for the period are best estimated by multiplying pre-tax income for the interim reporting period by the effective annual tax rate as forecasted by the management. This should be recognized fully as tax expense for the current period. (and allocated to current and deferred taxes based on its proportionate size.)
(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty:
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, 2020. For the related information, please refer to note 5 of the consolidated financial statements for the year ended December 31, 2020.
(Continued)
12
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(6) Explanation of significant accounts:
- (a) Cash and cash equivalents
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, 2020. Please refer to Note 6 of the 2020 annual consolidated financial statements.
| Petty cash Checking accounts and demand deposit Cash equivalents: Time deposits Commercial paper Repurchase agreements collateralized by corporate bonds |
June 30, 2021 $ 94 29,564,558 37,072,977 449,954 650,000 $ 67,737,583 |
December 31, 2020 108 14,820,415 34,398,887 2,014,416 492,080 51,725,906 |
June 30, 2020 |
|---|---|---|---|
| 123 9,950,341 38,397,222 2,263,681 723,858 |
|||
| 51,335,225 |
Time deposits are highly liquid investment that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value, as well as are held for the purpose of meeting short term cash commitments rather than for investment or other purposes. Thereafter, they are classified as cash equivalents.
(b) Notes and accounts receivable
| Notes receivable - from non-operating activities Accounts receivable (including related parties)-measured at amortized cost |
June 30, 2021 $ 4 10,812,992 $ 10,812,996 |
December 31, 2020 - 7,876,165 7,876,165 |
June 30, 2020 |
|---|---|---|---|
| 37 9,892,078 |
|||
| 9,892,115 |
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 (including related parties). To measure the expected credit losses, notes and accounts receivables (including related parties) 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.
(Continued)
13
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The loss allowance provision for notes and account receivable (including related parties) was determined as follows:
| Due days Current 1 to 30 days past due Due days Current 1 to 30 days past due Due days Current 1 to 30 days past due 31 to 60 days past due |
June 30, 2021 | ||
|---|---|---|---|
| Notes and accounts receivables gross carrying amount Weighted average loss rate $ 10,711,291 - 101,705 - $ 10,812,996 December 31, 2020 |
Loss allowance provision |
||
| - - |
|||
| - | |||
| Weighted average loss rate - - June 30, 2020 |
Loss allowance provision |
||
| - - |
|||
| - | |||
| Weighted average loss rate - - - |
Loss allowance provision |
||
| - - - |
|||
| - |
The Group did not recognize any allowance for impairment as there were no uncollected notes and accounts receivable (including related parties) that were past due as of June 30, 2021, December 31, and June 30, 2020.
(Continued)
14
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(c) Other receivables
| Tax refund receivable Lease payment receivable Overpayment receivable of water utility bill Interest receivable Others |
June 30, 2021 $ 1,050,011 217,495 58,985 18,747 53,717 $ 1,398,955 |
December 31, 2020 1,231,318 206,450 - 29,732 28,619 1,496,119 |
June 30, 2020 |
|---|---|---|---|
| 1,443,561 195,965 - 65,941 29,295 |
|||
| 1,734,762 |
For credit risk information, please refer to Note 6(s).
(d) Inventories
| Raw materials Work in progress Finished goods |
June 30, 2021 $ 405,219 7,023,620 3,648,313 $ 11,077,152 |
December 31, 2020 350,906 6,578,665 7,197,411 14,126,982 |
June 30, 2020 |
|---|---|---|---|
| 353,603 6,796,604 9,436,214 |
|||
| 16,586,421 |
The Group did not recognize any loss or gain from devaluation of inventories as there was no indication of impairment or net realizable value of inventories has increased because the circumstance that caused the inventory devaluation in prior period has improved on inventories for the three months and six months ended June 30, 2021 and 2020.
-
(e) Prepayments and other current assets
-
(i) Prepayments
| Prepaid expense Prepayments to purchases (ii) Other current assets Project consumables Suppliers |
June 30, 2021 $ 806,373 193,740 $ 1,000,113 June 30, 2021 $ 421,696 213,434 $ 635,130 |
December 31, 2020 556,428 3,053 559,481 December 31, 2020 676,200 283,748 959,948 |
June 30, 2020 |
|---|---|---|---|
| 708,046 34,213 |
|||
| 742,259 | |||
| June 30, 2020 |
|||
| 593,816 277,600 |
|||
| 871,416 |
(Continued)
15
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(f) Investments accounted for using equity method
A summary of the Group’ s financial information for investments accounted for using the equity method at the reporting date is as follows:
| Associates | June 30, 2021 $ 5,106,165 |
December 31, 2020 5,160,505 |
June 30, 2020 |
|---|---|---|---|
| 4,823,727 |
The related information of the major associate to the Group was as follows:
| Name of Associates Formosa Advanced Technologies Co., Ltd. (FATC) |
Nature of Relationship to the Group |
Registration Country |
Percentage of ownership | Percentage of ownership |
|---|---|---|---|---|
| June 30, 2021 |
December 31, 2020 June 30, 2020 % 32.00 % 32.00 |
|||
| It mainly engages in assembling and testing of module products, as well as in the research and development of integrated circuits. |
Taiwan | % 32.00 |
The fair value of major associates listed on the Stock Exchange was as follows:
| Formosa Advanced Technologies Co., Ltd. | June 30, 2021 $ 17,711,000 |
December 31, 2020 16,716,000 |
June 30, 2020 16,915,000 |
|---|---|---|---|
The aggregated financial information of the major associate was as follows:
The financial information of FATC was as follows:
| Current assets Non-current assets Current liabilities Non-current liabilities Net asset Net asset contributed to FATC |
June 30, 2021 $ 9,261,910 5,154,067 (2,316,147) (532,887) $ 11,566,943 $ 11,566,943 |
December 31, 2020 7,816,528 5,792,482 (1,238,254) (555,589) 11,815,167 11,815,167 |
June 30, 2020 7,290,803 6,135,572 (2,087,982) (576,774) 10,761,619 10,761,619 |
|---|---|---|---|
(Continued)
16
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| For the three months ended June 30, 2021 2020 Operating revenue $ 2,466,909 2,387,614 Profit $ 358,514 344,127 Other comprehensive loss (83,153) 269,757 Total comprehensive income $ 275,361 613,884 Total comprehensive income contributed to FATC $ 275,361 613,884 Share of net assets of the major associate at January 1 Total comprehensive income contributed to the Group Cash dividends contributed to the Group Share of net assets of major associate at June 30 Add: good will Less: unrealized profits on upstream sales net assets of the associates Total carrying amount of the major associate |
For the three months ended June 30, |
For the three months ended June 30, |
|
|---|---|---|---|
| 2020 | |||
| 2,387,614 | |||
| 344,127 269,757 |
|||
| 613,884 | |||
| 613,884 | |||
(g) Property, plant and equipment
| Cost: Balance as of January 1, 2021 Additions Disposals Reclassification Effect of exchange rate change Balance as of June 30, 2021 Balance as of January 1, 2020 Additions Disposals Reclassification Effect of exchange rate change Balance as of June 30, 2020 |
Land $ 1,013,924 - - - - $ 1,013,924 $ 1,013,924 - - - - $ 1,013,924 |
Building 8,144,863 8,420 - 12,097 (137) 8,165,243 8,157,551 - - - (18) 8,157,533 |
Machinery and equipment 199,055,350 415,467 (150,672) 5,147,947 (1,546) 204,466,546 195,903,720 411,413 (33,614) 1,005,593 17 197,287,129 |
Other equipment 836,742 14,847 (2,644) 19,471 (516) 867,900 919,015 21,666 (149,348) 14,808 (559) 805,582 |
Under construction 6,371,857 3,138,281 - (5,179,515) - 4,330,623 2,249,124 1,687,388 - (1,188,993) - 2,747,519 |
Total 215,422,736 3,577,015 (153,316) - (2,199) |
|---|---|---|---|---|---|---|
| 218,844,236 | ||||||
| 208,243,334 2,120,467 (182,962) (168,592) (560) |
||||||
| 210,011,687 |
(Continued)
17
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Accumulated depreciation / impairment: Balance as of January 1, 2021 Depreciation for the period Disposals Reclassification Gain from impairment loss Effect of exchange rate change Balance as of June 30, 2021 Balance as of January 1, 2020 Depreciation for the period Disposals Reclassification Effect of exchange rate change Balance as of June 30, 2020 Carrying amounts: Balance as of June 30, 2021 Balance as of December 31, 2020 Balance as of June 30, 2020 (h) Right-of-use assets Cost: Balance at January 1, 2021 Additions Balance at June 30, 2021 Balance at January 1, 2020 Decrease Balance at June 30, 2020 Accumulated depreciation: Balance at January 1, 2021 Depreciation for the period Balance at June 30, 2021 Balance at January 1, 2020 Depreciation for the period Decrease Balance at June 30, 2020 Carrying Amount: Balance at June 30, 2021 Balance at December 31, 2020 Balance at June 30, 2020 |
Land $ - - - - - - $ - $ - - - - - $ - $ 1,013,924 $ 1,013,924 $ 1,013,924 |
Building 2,609,251 160,224 - - - (118) 2,769,357 2,295,380 160,011 - - (15) 2,455,376 5,395,886 5,535,612 5,702,157 |
Machinery and equipment 132,426,497 7,160,359 (150,639) (11,952) (869) (1,225) 139,422,171 119,651,185 6,834,290 (33,614) (42,056) 310 126,410,115 65,044,375 66,628,853 70,877,014 |
Other equipment 658,368 28,264 (2,615) 11,952 - (282) 695,687 766,657 20,910 (149,348) 10,559 (397) 648,381 172,213 178,374 157,201 |
co | Under nstruction Total - 135,694,116 - 7,348,847 - (153,254) - - - (869) - (1,625) - 142,887,215 - 122,713,222 - 7,015,211 - (182,962) - (31,497) - (102) - 129,513,872 4,330,623 75,957,021 6,371,857 79,728,620 2,747,519 80,497,815 Land $ 1,884,277 59,707 $ 1,943,984 $ 297,829 (297,829) $ - $ 94,085 96,049 $ 190,134 $ 198,607 99,222 (297,829) $ - $ 1,753,850 $ 1,790,192 $ - |
Total 135,694,116 7,348,847 (153,254) - (869) (1,625) |
|---|---|---|---|---|---|---|---|
| 142,887,215 | |||||||
| 122,713,222 7,015,211 (182,962) (31,497) (102) |
|||||||
| 129,513,872 | |||||||
| 75,957,021 | |||||||
| 79,728,620 | |||||||
| 80,497,815 | |||||||
(Continued)
18
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(i) 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 (including land, building and its facilities) 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 land was USD1,990 thousand and leased building (including facilities) was USD 13,010 thousand from January 1, 2010 to December 31, 2018; the first yearly renewal rentals for the leased land is USD1,990 thousand and building (including facilities) is USD8,010 thousand from January 1, 2019 to December 31, 2023; the subsequent yearly renewal rentals for the leased land will be USD1,990 thousand and building (including facilities) will be USD 10 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 thousand; the implicit interest rate was 10.56%. The cost of the leased assets at the beginning of the lease period was $2,656,223. The difference was recognized as unrealized interest revenue of $2,529,397. For the three months and six months ended June 30, 2021 and 2020, the Group recognized the interest revenue of $15,159, $20,200, $31,629 and $41,581, respectively, from the amortization of unrealized interest revenue.
A maturity analysis of lease receivables, showing the undiscounted lease receivables to be received after the reporting date is as follows:
| Less than one year One to two years Two to three years Three to four years Total lease payments receivable Unearned finance income Present value of lease payments receivable |
June 30, 2021 $ 264,330 264,330 132,165 - 660,825 (71,475) $ 589,350 |
December 31, 2020 264,330 264,330 264,330 - 792,990 (103,104) 689,886 |
June 30, 2020 264,330 264,330 264,330 132,165 925,155 (139,839) 785,316 |
|---|---|---|---|
(Continued)
19
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
For credit risk information, please refer to Note 6(s).
(j) Lease liabilities
| Lease liabilities | |||
|---|---|---|---|
| Current Non-current |
June 30, 2021 $ 193,909 $ 1,571,183 |
December 31, 2020 178,432 1,617,652 |
June 30, 2020 |
| - | |||
| - |
For the maturity analysis, please refer to Note 6(s).
The amounts recognized in profit or loss were as follows:
| Interest on lease liabilities Expenses relating to short- term leases |
For the three months ended June 30 |
For the three months ended June 30 |
For the six months ended June 30 |
For the six months ended June 30 |
|
|---|---|---|---|---|---|
| 2021 $ 5,946 $ 23,370 |
2020 | 2021 11,981 47,325 |
2020 | ||
| 118 | 412 | ||||
| 20,119 | 42,459 |
The amount recognized in the statement of cash flows of the Group was as follows:
| Total cash outflow for leases | For the six months ended June 30, |
For the six months ended June 30, |
|---|---|---|
| 2021 $ 149,780 |
2020 | |
| 142,795 |
- (i) Land lease
The Group leases its land with a period of 3 to 10 years. The lease included an option to terminate the contract, which is exercisable by the Group. The lease payment changes annually based on a local price index.
(ii) Other leases
The Group leases staff dorm, factory, parking lots and office spaces which are short-term leases. The Group applied the recognition exemptions and elected not to recognize its right-ofuse assets and lease liabilities for these leases.
(k) Employee benefits
(i) Defined benefit plan
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, 2020 and 2019 .
(Continued)
20
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The expenses recognized in profit or loss for the Group were as follows:
| Operating cost Operating expenses Total |
For the three months ended June 30, 2021 2020 $ 1,422 1,549 938 944 $ 2,360 2,493 |
For the six months ended June 30, |
For the six months ended June 30, |
|---|---|---|---|
| 2021 $ 1,422 938 $ 2,360 |
2021 2,811 1,910 4,721 |
2020 3,134 1,852 4,986 |
(ii) Defined contribution plans
The Group’s expenses under the pension plan cost to the Bureau of local government were as follows:
| Operating cost Operating expenses Total |
For the three months ended June 30, 2021 2020 $ 24,264 23,613 21,820 19,912 $ 46,084 43,525 |
For the six months ended June 30, |
For the six months ended June 30, |
|---|---|---|---|
| 2021 $ 24,264 21,820 $ 46,084 |
2021 47,463 45,996 93,459 |
2020 | |
| 46,723 40,249 |
|||
| 86,972 |
(l) Income tax
- (i) The Group’s income tax expenses in the years 2021 and 2020 were as follows:
| Current tax expense Current period Adjustment for prior periods Surtax on undistributed earnings Deferred tax expense (income) Tax expense |
For the three months ended June 30, 2021 2020 $ 1,332,697 669,564 (639,103) (588,184) 47,505 171,974 15,374 (37,517) $ 756,473 215,837 |
For the six months ended June 30, |
For the six months ended June 30, |
|---|---|---|---|
| 2021 1,870,867 (609,355) 47,505 77,128 1,386,145 |
2020 990,876 (588,184) 171,974 36,648 611,314 |
(ii) The Company's tax returns have been examined by the ROC tax authority through 2019.
(m) Capital and other equity
Except as described below, there was no material change in equity for the six months ended June 30, 2021 and 2020. Please refer to Note 6(k) of the consolidated financial statements as of and for the year ended December 31, 2020 for the related detail disclosures on equity.
(Continued)
21
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(i) Ordinary Share
On February 26, and May 5, 2021, 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 2,841 thousand and 577 thousand ordinary shares at par value, respectively, with an issuing prices of $28.5 to $29.6 and $29.6 per share, which totaled $34,180. All issued shares were paid up upon issuance and the related process for registration had been completed.
For the second quarter of 2021, the Company’s ordinary shares were derived from the exercise of employee share options. Accordingly, the Company had issued 39 thousand ordinary shares, at issuing prices of $28.5 to $29.6 per share, which totaled $1,123, which was recognized as advance receipts for share capital as of June 30, 2021.
(ii) Capital surplus
| Premium from the issuance of stock Treasury share transaction Employee stock option plans Expired employee stock option plans Past due unclaimed dividends Change in net equity of associates accounted for using equity method |
June 30, 2021 $ 29,461,620 229,425 2,790,727 265,380 79 38 $ 32,747,269 |
December 31, 2020 29,398,346 - 2,790,727 262,499 79 38 32,451,689 |
June 30, 2020 |
|---|---|---|---|
| 29,035,392 - 2,788,867 262,499 - 24 |
|||
| 32,086,782 |
(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 not exceed 50% of the Company's total dividend distribution every year.
(Continued)
22
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
1) Legal reserve
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) Earnings distribution
The earnings distribution for 2020 has reached the statutory resolution threshold through electronic voting on May 24, 2021 and was approved during the shareholders’ meeting held on Aug 4, 2021.
In addition, the earnings distribution for 2019 was approved by the shareholders’ meeting held on May 28, 2020.The amounts of dividends distributions to the shareholders were as follows:
| Legal reserve appropriated Special reserve appropriated Dividends attributable to ordinary shareholders: Cash dividends Dividends attributable to ordinary shareholders: Cash dividends |
For the year ended December 31, |
For the year ended December 31, |
|---|---|---|
| 2021 2020 $ 768,945 982,459 $ 1,970,407 767,266 For the year ended December 31, 2020 |
2020 | |
| 982,459 | ||
| 767,266 | ||
| Amount 4,000,000 |
||
| Dividends per share $ 1.50 |
Amount 4,600,000 |
(Continued)
23
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(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.
In accordance with the requirements of the Company Act of Taiwan, the Company does not hold any shareholders’ rights before transferring its treasury shares.
| Balance as of January 1, 2021 Transfer for the period Balance as of June 30, 2021 Balance as of January 1, 2020 (Balance as of June 30, 2020) |
Transferring to employees thousand shares Amount 20,000 $ 1,146,932 (7,902) (453,153) 12,098 $ 693,779 20,000 $ 1,146,932 |
|---|---|
- (v) Other equity (net of tax)
| Balance as of January 1, 2021 Exchange differences on translation of foreign financial statements Unrealized loss from financial of assets measured at fair value through other comprehensive loss, associates accounted for using equity method Balance as of June 30, 2021 Balance as of January 1, 2020 Exchange differences on translation of foreign financial statements Unrealized gain from financial of assets measured at fair value through other comprehensive income, associates accounted for using equity method Balance as of June 30, 2020 |
Exchange differences on translation of foreign financial statements $ (2,893,732) (795,939) - $ (3,689,671) $ (938,039) (562,279) - $ (1,500,318) |
Unrealized loss from financial assets measured at fair value through other comprehensive income (117,775) - 15,723 (102,052) (103,061) - (136,751) (239,812) |
Total (3,011,507) (795,939) 15,723 (3,791,723) (1,041,100) (562,279) (136,751) (1,740,130) |
|---|---|---|---|
(Continued)
24
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(n) Share-based payment
Except as described below, there was no material change on the share-based payment transactions for the six months ended June 30, 2021 and 2020. Please refer to Note 6(l) of consolidated financial statements as of and for the year ended December 31, 2020 for related disclosures on share-based payment transactions.
- (i) As of June 30, 2021, the Group has two share-based payment transactions as follows:
| Grant date Grant unit Exercise price (dollar) Vesting conditions |
The 1th batch of treasury shares transferred to employees The 2th batch of treasury shares transferred to employees 2021.1.15 2021.2.2 3,936 4,064 $57.4 $57.4 Immediately vested Immediately vested |
|---|---|
The Group used Black-Scholes option pricing method in measuring the fair value of the sharebased payment at the grant date.
(ii) Relevant information of employee stock option plans and the transfer of treasury shares
| Outstanding at January 1, Options granted Options exercised Options expired Options forfeited Outstanding at June 30, Options exercisable at June 30, |
For the six months ended June 30, | For the six months ended June 30, | For the six months ended June 30, |
|---|---|---|---|
| 2021 Weighted- average exercise (price TWD) Number of options (Thousand Units) $ 28.51 4,462 57.40 8,000 51.14 (10,088) 57.40 (98) 29.60 (6) 28.51 2,270 28.51 2,270 |
2020 | ||
| Weighted- average exercise (price TWD) $ 28.51 57.40 51.14 57.40 29.60 28.51 28.51 |
Weighted- average exercise (price TWD) 29.25 - 29.20 - 29.25 29.27 29.20 |
Number of options (Thousand Units) |
|
| 28,202 - (18,734 - (2,359 |
|||
| 7,109 | |||
| 6,684 |
(Continued)
25
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(iii) Compensation cost
| Compensation cost arising from share options granted to employees Compensation cost arising from treasury shares transferred to employees Total |
For the three months ended June 30, |
For the three months ended June 30, |
For the six months ended June 30, |
For the six months ended June 30, |
|
|---|---|---|---|---|---|
| 2021 $ - - $ - |
2020 | 2021 - 233,245 233,245 |
2020 | ||
| 31,796 - 31,796 |
56,560 - 56,560 |
(o) Earnings per share
| Basic earnings per share: Net profit attributable to the Company’s ordinary shareholders Weighted-average number of ordinary shares outstanding Basic earnings per share (dollar) Diluted earnings per share: Net profit attributable to the Company’s ordinary shareholders (basic and diluted) Effect of dilutive potential ordinary shares Weighted-average number of ordinary shares (basic) Effect of employee share option Effect of employee remuneration Weighted-average number of ordinary shares (diluted) Diluted earnings per share (dollar) |
For the three June |
months ended 30, |
For the six months ended June 30, |
For the six months ended June 30, |
|
|---|---|---|---|---|---|
| 2021 $ 6,163,367 3,084,926 $ 2.00 $ 6,163,367 - 3,084,926 1,528 11,752 3,098,206 $ 1.99 |
2020 | 2021 8,867,700 3,083,166 2.88 8,867,700 3,083,166 1,738 13,671 3,098,575 2.86 |
2020 | ||
| 3,220,242 | 5,148,516 | ||||
| 3,060,740 | 3,057,445 | ||||
| 1.05 | 1.68 | ||||
| 3,220,242 | 5,148,516 | ||||
| - 3,060,740 10,894 7,408 |
3,057,445 13,777 10,416 |
||||
| 3,079,042 | 3,081,638 | ||||
| 1.05 | 1.67 |
(Continued)
26
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(p) Revenue from contracts with customers
(i) Disaggregation of revenue
| Primary geographic markets: Taiwan Japan Malaysia Korea China USA Thailand Germany Vietnam Singapore Other countries Major products/services line: Dynamic Random Access Memory (DRAM) Other Primary geographic markets: Taiwan Turkey Japan Malaysia Korea China USA Thailand Germany Vietnam Singapore Other countries |
For the three months ended June 30, 2021 | For the three months ended June 30, 2021 | For the three months ended June 30, 2021 | |
|---|---|---|---|---|
| Manufacturing department Overseas sales department Total $ 7,272,842 377,673 7,650,515 - 915,354 915,354 56,995 378,174 435,169 45,596 99,735 145,331 8,693,180 2,401,103 11,094,283 39,185 208,456 247,641 145,498 496,503 642,001 - 332,421 332,421 16,149 168,055 184,204 101,979 110,756 212,735 67,459 710,355 777,814 $ 16,438,883 6,198,585 22,637,468 $ 16,407,557 6,198,333 22,605,890 31,326 252 31,578 $ 16,438,883 6,198,585 22,637,468 For the three months ended June 30, 2020 |
Total | |||
| 7,650,515 915,354 435,169 145,331 11,094,283 247,641 642,001 332,421 184,204 212,735 777,814 |
||||
| 22,637,468 | ||||
| 22,605,890 31,578 |
||||
| 22,637,468 | ||||
| Manufacturing department $ 4,631,989 - - 68,597 20,520 6,913,695 20,841 172,174 - 5,131 67,246 41,001 $ 11,941,194 |
Overseas sales department 564,411 44,184 409,406 326,871 155,890 1,969,219 191,142 301,578 138,545 133,850 50,461 262,606 4,548,163 |
Total | ||
| 5,196,400 44,184 409,406 395,468 176,410 8,882,914 211,983 473,752 138,545 138,981 117,707 303,607 |
||||
| 16,489,357 |
(Continued)
27
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Major products/services line: Dynamic Random Access Memory (DRAM) Other Primary geographic markets: Taiwan Japan Malaysia Korea China USA Thailand Germany Vietnam Singapore Other countries Major products line: Dynamic Random Access Memory (DRAM) Others |
For the three months ended June 30, 2020 | For the three months ended June 30, 2020 | For the three months ended June 30, 2020 | |
|---|---|---|---|---|
| Manufacturing department Overseas sales department Total $ 11,907,891 4,547,893 16,455,784 33,303 270 33,573 $ 11,941,194 4,548,163 16,489,357 For the six months ended June 30, 2021 |
Total | |||
| 16,455,784 33,573 |
||||
| 16,489,357 | ||||
| Overseas sales department 743,846 1,465,076 671,434 155,417 3,967,455 315,610 820,361 562,725 340,815 161,251 1,169,136 10,373,126 10,372,619 507 10,373,126 |
Total | |||
| 14,226,026 1,465,076 778,970 219,887 19,652,321 363,994 1,138,805 562,725 363,165 294,788 1,302,324 |
||||
| 40,368,081 | ||||
| 40,298,765 69,316 |
||||
| 40,368,081 |
(Continued)
28
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Primary geographic markets: Taiwan Turkey Japan Malaysia Korea China USA Thailand Germany Vietnam Singapore Other countries Major products line: Dynamic Random Access Memory (DRAM) Others (ii) Contract balances Notes receivable from nonoperating activities Accounts receivable(including related parties) Total |
For the six months ended June 30, 2020 | For the six months ended June 30, 2020 | For the six months ended June 30, 2020 |
|---|---|---|---|
| Manufacturing department $ 8,949,970 - - 122,391 46,754 13,023,926 32,629 267,472 - 54,736 149,811 144,084 $ 22,791,773 $ 22,727,762 64,011 $ 22,791,773 June 30, 2021 $ 4 10,812,992 $ 10,812,996 |
Overseas sales department 974,039 122,094 796,213 610,321 244,189 3,492,828 244,017 516,731 280,187 209,431 136,437 489,967 8,116,454 8,115,913 541 8,116,454 December 31, 2020 - 7,876,165 7,876,165 |
Total | |
| 9,924,009 122,094 796,213 732,712 290,943 16,516,754 276,646 784,203 280,187 264,167 286,248 634,051 |
|||
| 30,908,227 | |||
| 30,843,675 64,552 |
|||
| 30,908,227 | |||
| June 30, 2020 37 9,892,078 |
|||
| 9,892,115 |
For details on notes and accounts receivable (including related parties), and loss allowance for impairment, please refer to note 6(b).
(q) Remuneration to employees
According to the Group's articles of incorporation, if the Group makes a profit, it should appropriate for employee compensation which is calculated based on 1% to 12% of the Group's net income before tax before deduction of employee compensation, and after offsetting accumulated deficits, if any, should be distributed as employee compensations. Employees who are entitled to receive the above-mentioned employee compensation, in shares or cash, include the employees of the subsidiaries of the Group who meet certain specific requirements.
(Continued)
29
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The estimated employee remuneration which was charged to profit or loss under operating costs or expense amounted to $834,315, $288,672, $936,644 and $451,893 for the three months and six months ended June 30, 2021 and 2020, respectively. This employee remuneration was estimated based on the Company's net income before tax before deducting any employee compensation, 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 change in accounting estimates and recognized through profit or loss in the following year.
There is no difference between the estimated amounts of employee remuneration for the year ended December 31, 2020 and 2019, and the financial statements for the year ended December 31, 2020 and 2019, which were approved by the Company's Board of Directors. Related information would be available at the Market Observation Post System website.
-
(r) Non-operating income and expenses
-
(i) Interest income
| Interest income from bank deposits and short-term notes Interest income from financial lease receivables Other gains and losses Withholding tax refund Loss on disposal of property, plant and equipment Foreign exchange loss Reversal of impairment loss on non-financial assets Others |
For the three months ended June 30, 2021 2020 $ 66,188 208,748 15,159 20,200 $ 81,347 228,948 For the three months ended June 30, 2021 2020 $ - - - 20 (370,188) (202,253) - - 31,110 46,224 $ (339,078) (156,009) |
For the three months ended June 30, 2021 2020 $ 66,188 208,748 15,159 20,200 $ 81,347 228,948 For the three months ended June 30, 2021 2020 $ - - - 20 (370,188) (202,253) - - 31,110 46,224 $ (339,078) (156,009) |
For the six months ended June 30, 2021 2020 114,582 436,869 31,629 41,581 146,211 478,450 For the six months ended June 30, 2021 2020 42,693 - (62) 20 (332,431) (124,214) 869 - 63,095 92,203 (225,836) (31,991) |
|---|---|---|---|
| 2021 - - (370,188) - 31,110 (339,078) |
2021 42,693 (62) (332,431) 869 63,095 (225,836) |
||
| $ $ |
- (ii) Other gains and losses
(Continued)
30
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (iii) Finance costs
| Interest amortization of lease liability Financing from other related parties Others |
For the three months ended June 30, |
For the three months ended June 30, |
For the six months ended June 30, |
For the six months ended June 30, |
|---|---|---|---|---|
| 2021 $ 5,946 - - $ 5,946 |
2020 | 2021 $ 11,981 - 14 11,995 |
2020 | |
| 118 30 47 |
412 60 95 |
|||
| 195 | 567 |
(s) Financial instruments
Except for the contention mentioned below, there was no significant change in the fair value of the Group's financial instruments and degree of exposure to credit risk, liquidity risk and market risk arising from financial instruments. For the related information, please refer to note6(q) of the consolidated financial statements for the year ended December 31, 2020.
- (i) For credit risk exposure of notes and accounts receivables (including related parties), please refer to note 6(b).
Other financial assets at amortized cost includes other receivables, time deposits and refundable deposits.
Considering that the Group deals only with other external parties with good credit standing and with the above investment grade financial institutions, all of the above financial assets are considered to have low credit risk.
As of June 30, 2021, December 31 and June 30, 2020, no allowance for impairment was provided because there was no indication of credit-impaired for the 12-month ECL or lifetime ECL allowance for other financial assets measured at amortized cost.
- (ii) 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:
| June 30, 2021 Non-derivative financial liabilities Accounts payable (including related parties) Dividend payable Other payables (including related parties) Lease liabilities (including current portion) |
Carrying amount $ 3,457,497 4,000,775 6,714,039 1,765,092 $ 15,937,403 |
Contractual cash flow 3,457,497 4,000,775 6,714,039 1,873,484 16,045,795 |
Within 6 months 3,457,497 4,000,775 6,714,039 108,220 14,280,531 |
6-12months - - - 108,220 108,220 |
1-2years - - - 216,439 216,439 |
2-5years - - - 626,653 626,653 |
Over 5 years | |
|---|---|---|---|---|---|---|---|---|
| - - - 813,952 |
||||||||
| 813,952 |
(Continued)
31
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| December 31, 2020 Non-derivative financial liabilities Accounts Payable (including related parties) Dividend payable Other payable (including related parties) Lease liabilities (including current portion) June 30, 2020 Non-derivative financial liabilities Financing from other related parties Accounts payable (including related parties) Dividend payable Other payables (including related parties) |
Carrying amount $ 2,111,774 780 5,280,600 1,796,084 $ 9,189,238 $ 3,328 2,138,217 4,600,756 7,096,120 $ 13,838,421 |
Contractual cash flow 2,111,774 780 5,280,600 1,914,405 9,307,559 3,430 2,138,217 4,600,756 7,096,120 13,838,523 |
Within 6 months 2,111,774 780 5,280,600 100,758 7,493,912 - 2,138,217 4,600,756 7,096,120 13,835,093 |
6-12months - - 100,758 100,758 3,430 - - - 3,430 |
1-2years - - 201,516 201,516 - - - - - |
2-5years - - 604,549 604,549 - - - - - |
Over 5 years | |
|---|---|---|---|---|---|---|---|---|
| - - 906,824 |
||||||||
| 906,824 | ||||||||
| - - - - |
||||||||
| - |
It is not expected that the cash flows included in the maturity analysis could occur significantly earlier, or at significantly different amounts.
(iii) Market risk
1) Exposure to currency risk
The Group's significant exposure to foreign currency risk was as follows:
| Financial assets: Monetary items USD JPY EUR HKD Financial liabilities: Monetary items USD JPY EUR |
June 30, 2021 | New Taiwan Dollars 22,734,813 410,988 2,957 381 3,515,578 801,580 72,771 |
D | ecember 31, 2020 | New Taiwan Dollars 8,538,574 209,992 1,452 5,000 3,282,411 346,675 5,184 |
June 30, 2020 | ||
|---|---|---|---|---|---|---|---|---|
| Foreign currency (in thousands) $ 815,745 1,626,388 89 106 $ 126,142 3,172,062 2,190 |
Exchange rate (dollars) 27.870 0.2527 33.2287 3.5982 27.870 0.2527 33.2287 |
Foreign currency (in thousands) 299,515 770,896 42 1,379 115,140 1,272,668 150 |
Exchange rate (dollars) 28.508 0.2724 34.560 3.626 28.508 0.2724 34.5600 |
Foreign currency (in thousands) 330,058 51,708 16 602,690 94,851 963,277 927 |
Exchange rate (dollars) New Taiwan Dollars 29.660 9,789,520 0.2737 14,152 33.0996 530 3.7994 2,289,860 29.660 2,813,281 0.2737 263,649 33.0996 30,683 |
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 (including related parties) and other payable (including related parties) which are denominated in different foreign currencies. A 1% appreciation and depreciation of the TWD against the USD, JPY, EUR and HKD as of June 30, 2021 and 2020 would have decreased and increased the net income before tax by $187,592 and $89,865 for the six months ended June 30, 2021 and 2020, 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.
(Continued)
32
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
Since the Group has many kinds of functional currency, the information on foreign exchange loss on monetary items is disclosed by total amount. For the six months ended June 30, 2021 and 2020, foreign exchange loss (including realized and unrealized portions) amounted to $332,431 and $124,214, respectively.
(iv) interest rate analysis
Please refer to the notes on liquidity risk management and interest rate exposure of the Group's financial liabilities.
The following sensitivity analysis is based on the exposure to the interest rate risk of derivative and non-derivative financial instruments on the reporting date. Regarding liabilities with variable interest rates, the analysis is based on the assumption that the amount of liabilities outstanding at the reporting date was outstanding throughout the year. The rate of change is expressed as the interest rate increases by 1% when reporting to management internally, which also represents the Group management's assessment of the reasonably possible interest rate change.
If the interest rate had increased and decreased by 1 basis points, the Group’ s net income would have increased or decreased by $0 and $33 for the six months ended June 30, 2021 and 2020 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.
(v) Fair value information
Types and fair value of financial instruments
The carrying amount of the Group's financial assets and liabilities are reasonably close to the fair value, and lease liabilities, disclosure of fair value information is not required:
| Financial assets measured at amortized cost Cash and cash equivalents Notes and accounts receivable Other receivables (including related parties) Lease payments receivable (including current portion) Total Financial liabilities measured at amortized cost Accounts payable (including related parties) Dividend payable Other payables (including related parties) Lease liabilities (including current portion) Total |
June 30, 2021 | June 30, 2021 | June 30, 2021 | ||
|---|---|---|---|---|---|
| Book Value $ 67,737,583 10,812,996 1,506,935 589,350 $ 80,646,864 $ 3,457,497 4,000,775 6,714,039 1,765,092 $ 15,937,403 |
Level 1 - - - - - - - - - - |
Fair Value | |||
| Level 2 - - - - - - - - - - |
Level 3 - - - - - - - - - - |
Total - - - - |
|||
| - | |||||
| - - - - |
|||||
| - |
(Continued)
33
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
| Financial assets measured at amortized cost Cash and cash equivalents Accounts receivable (including related parties) Other receivables Lease payments receivable (including current position) Total Financial liabilities measured at amortized cost Accounts payable (including related parties) Dividend payable Other payables (including related parties) Lease liabilities (including current portion) Total Financial assets measured at amortized cost Cash and cash equivalents Notes and accounts receivable (including related parties) Other receivables (including related parties) Lease payments receivable (including current portion) Total Financial liabilities measured at amortized cost Accounts payable (including related parties) Dividend payable Other payables (including related parties) Total |
December 31, 2020 | December 31, 2020 | December 31, 2020 | ||
|---|---|---|---|---|---|
| Book Value $ 51,725,906 7,876,165 1,289,669 689,886 $ 61,581,626 $ 2,111,774 780 5,280,600 1,796,084 $ 9,189,238 |
Fair Value Level 1 Level 2 Level 3 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - June 30, 2020 |
Fair Value | |||
| Level 3 - - - - - - - - - - |
Total - - - - |
||||
| - | |||||
| - - - - |
|||||
| - | |||||
| Level 1 - - - - - - - - - |
Fair Value | ||||
| Level 2 - - - - - - - - - |
Level 3 - - - - - - - - - |
Total - - - - |
|||
| - | |||||
| - - - |
|||||
| - |
- (t) Financial risk management
There were no significant changes in the Group's financial risk management and policies as disclosed in Note 6(r) of the consolidated financial statements for the year ended December 31, 2020.
(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, 2020. Also, management believes that there were no significant changes in the Group's capital management information as disclosed for the year ended December 31, 2020. Please refer to Note 6(s) of the consolidated financial statements for the year ended December 31, 2020 for further details.
(Continued)
34
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
- (v) The investing and financing activities on non-cash transactions
The Group's investing and financing activities on non-cash transactions for the six months ended June 30, 2021 and 2020 were as follows:
(i) Acquisition of right-of-use assets by lease, please refer to Note6(h).
(ii)
| Acquisition of property, plant and equipment Add: Payables on equipment at beginning of period Less: Payables on equipment at end of period Others Cash Paid |
For the six months ended June 30, 2021 2020 $ 3,577,015 2,120,467 693,313 973,002 (1,552,262) (1,067,649) - (167,843) $ 2,718,066 1,857,977 |
|---|---|
| 2021 | |
| $ 3,577,015 693,313 (1,552,262) - $ 2,718,066 |
- (iii) Reconciliation of liabilities arising from financing activities was as follow:
| Lease liabilities Lease liabilities |
January 1, 2020 $ 1,796,084 January 1, 2019 $ 99,924 |
Cash flow (90,432) Cash flow (100,336) |
Non-Cash changes | Non-Cash changes | Non-Cash changes | June 30, 2021 |
|---|---|---|---|---|---|---|
| Change in an index of lease payment Additions Decreased by other payables 17,429 42,278 (267) Non-Cash changes |
||||||
| 1,765,092 | ||||||
| June 30, 2020 | ||||||
| Change in an index of lease payment - |
Increased by other payables - |
Interest expense 412 |
||||
| - |
(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
Formosa Petrochemical Corporation Nan Ya Photonics Incorporation Formosa Technologies (Nanjing) Corporation Formosa Sumco Technology Corporation Formosa Advanced Technologies Co., Ltd. (referred to as "FATC") Formosa Technologies Corporation Formosa Biomedical Technology Corp. Formosa Plastics Corporation Formosa Waters Technology Co., Ltd. Nan Ya Plastics Corporation
Relationship with the Group
The Group's other related parties The Group's other related parties The Group's other related parties The Group's other related parties The Group's associates
The Group's other related parties The Group's other related parties The Group's other related parties The Group's other related parties The entity with significant influence over the Group
(Continued)
35
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(b) Significant transactions with related parties
- (i) Sales to related parties
| Relationship | Sales For the three months ended June 30, For the six months ended June 30, 2021 2020 2021 2020 $ - - - - |
Sales For the three months ended June 30, For the six months ended June 30, 2021 2020 2021 2020 $ - - - - |
Sales For the three months ended June 30, For the six months ended June 30, 2021 2020 2021 2020 $ - - - - |
Sales For the three months ended June 30, For the six months ended June 30, 2021 2020 2021 2020 $ - - - - |
Accounts receivable to related parties | Accounts receivable to related parties | Accounts receivable to related parties | Accounts receivable to related parties |
|---|---|---|---|---|---|---|---|---|
| For the three months ended June 30, |
||||||||
| 2021 $ - |
2020 | 2021 - |
June 30, 2021 |
December 31, 2020 |
June 30, 2020 - |
|||
| Associates | - | - | 8,237 |
The terms and pricing of sales with associates were not significantly different from normal selling price, which is collected every15th of the following month. Amounts receivable from related parties were uncollateralized, and no expected credit loss were required after the assessment by the management.
(ii) Purchase from related parties
| Relationship | Purchases For the three months ended June 30, For the six months ended June 30, 2021 2020 2021 2020 $ 26,074 23,190 54,889 44,052 - 54 731 764 175,049 129,268 342,030 301,449 70,786 49,182 136,490 101,058 $ 271,909 201,694 534,140 447,323 |
Purchases For the three months ended June 30, For the six months ended June 30, 2021 2020 2021 2020 $ 26,074 23,190 54,889 44,052 - 54 731 764 175,049 129,268 342,030 301,449 70,786 49,182 136,490 101,058 $ 271,909 201,694 534,140 447,323 |
Purchases For the three months ended June 30, For the six months ended June 30, 2021 2020 2021 2020 $ 26,074 23,190 54,889 44,052 - 54 731 764 175,049 129,268 342,030 301,449 70,786 49,182 136,490 101,058 $ 271,909 201,694 534,140 447,323 |
Purchases For the three months ended June 30, For the six months ended June 30, 2021 2020 2021 2020 $ 26,074 23,190 54,889 44,052 - 54 731 764 175,049 129,268 342,030 301,449 70,786 49,182 136,490 101,058 $ 271,909 201,694 534,140 447,323 |
Accounts June 30, 2021 7,971 - 103,714 7,836 |
payable to related parties | payable to related parties | payable to related parties |
|---|---|---|---|---|---|---|---|---|
| For the three months ended June 30, |
||||||||
| 2021 $ 26,074 - 175,049 70,786 $ 271,909 |
2020 23,190 54 129,268 49,182 |
2021 54,889 731 342,030 136,490 534,140 |
December 31, 2020 9,686 - 71,257 3,735 84,678 |
June 30, 2020 7,559 - 82,182 6,074 |
||||
| Entities with significant influence over the Group Associates Other related parties: Formosa Sumco Technology Corporation Other related parties |
||||||||
| 201,694 | 119,521 | 95,815 |
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.
- (iii) Consigned out for processing
| Relationship Associates |
Amount For the three months ended June 30, For the six months ended June 30, 2021 2020 2021 2020 $ 1,906,607 1,803,493 3,828,680 3,761,527 |
Amount For the three months ended June 30, For the six months ended June 30, 2021 2020 2021 2020 $ 1,906,607 1,803,493 3,828,680 3,761,527 |
Amount For the three months ended June 30, For the six months ended June 30, 2021 2020 2021 2020 $ 1,906,607 1,803,493 3,828,680 3,761,527 |
Amount For the three months ended June 30, For the six months ended June 30, 2021 2020 2021 2020 $ 1,906,607 1,803,493 3,828,680 3,761,527 |
Other payables to related parties June 30, 2021 December 31, 2020 June 30, 2020 1,303,632 1,049,080 1,148,471 |
Other payables to related parties June 30, 2021 December 31, 2020 June 30, 2020 1,303,632 1,049,080 1,148,471 |
Other payables to related parties June 30, 2021 December 31, 2020 June 30, 2020 1,303,632 1,049,080 1,148,471 |
|---|---|---|---|---|---|---|---|
| For the three months ended June 30, |
|||||||
| 2021 $ 1,906,607 |
2020 1,803,493 |
2021 | December 31, 2020 1,049,080 |
June 30, 2020 1,148,471 |
|||
| 3,828,680 |
The term of transactions with the related parties above is 60 days after the end of each month when processed consigned goods are received.
(Continued)
36
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(iv) Financing from related parties
| Financial costs For the three months ended June 30 For the six months ended June 30 Relationship 2021 2020 2021 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - 30 - 60 Other payables to related parties Balance of borrowings Interest payable Relationship June 30, 2021 December 31, 2020 June 30, 2020 June 30, 2021 December 31, 2020 June 30, 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - - 3,328 - - 3 |
Financial costs For the three months ended June 30 For the six months ended June 30 Relationship 2021 2020 2021 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - 30 - 60 Other payables to related parties Balance of borrowings Interest payable Relationship June 30, 2021 December 31, 2020 June 30, 2020 June 30, 2021 December 31, 2020 June 30, 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - - 3,328 - - 3 |
Financial costs For the three months ended June 30 For the six months ended June 30 Relationship 2021 2020 2021 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - 30 - 60 Other payables to related parties Balance of borrowings Interest payable Relationship June 30, 2021 December 31, 2020 June 30, 2020 June 30, 2021 December 31, 2020 June 30, 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - - 3,328 - - 3 |
Financial costs For the three months ended June 30 For the six months ended June 30 Relationship 2021 2020 2021 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - 30 - 60 Other payables to related parties Balance of borrowings Interest payable Relationship June 30, 2021 December 31, 2020 June 30, 2020 June 30, 2021 December 31, 2020 June 30, 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - - 3,328 - - 3 |
Financial costs For the three months ended June 30 For the six months ended June 30 Relationship 2021 2020 2021 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - 30 - 60 Other payables to related parties Balance of borrowings Interest payable Relationship June 30, 2021 December 31, 2020 June 30, 2020 June 30, 2021 December 31, 2020 June 30, 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - - 3,328 - - 3 |
Financial costs For the three months ended June 30 For the six months ended June 30 Relationship 2021 2020 2021 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - 30 - 60 Other payables to related parties Balance of borrowings Interest payable Relationship June 30, 2021 December 31, 2020 June 30, 2020 June 30, 2021 December 31, 2020 June 30, 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - - 3,328 - - 3 |
Financial costs For the three months ended June 30 For the six months ended June 30 Relationship 2021 2020 2021 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - 30 - 60 Other payables to related parties Balance of borrowings Interest payable Relationship June 30, 2021 December 31, 2020 June 30, 2020 June 30, 2021 December 31, 2020 June 30, 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - - 3,328 - - 3 |
Financial costs For the three months ended June 30 For the six months ended June 30 Relationship 2021 2020 2021 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - 30 - 60 Other payables to related parties Balance of borrowings Interest payable Relationship June 30, 2021 December 31, 2020 June 30, 2020 June 30, 2021 December 31, 2020 June 30, 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - - 3,328 - - 3 |
Financial costs For the three months ended June 30 For the six months ended June 30 Relationship 2021 2020 2021 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - 30 - 60 Other payables to related parties Balance of borrowings Interest payable Relationship June 30, 2021 December 31, 2020 June 30, 2020 June 30, 2021 December 31, 2020 June 30, 2020 Other related parties: Formosa Technologies (Nanjing) Corporation $ - - 3,328 - - 3 |
|---|---|---|---|---|---|---|---|---|
| 2021 - |
2021 | |||||||
| $ | 30 Other payables to |
- | 60 | |||||
| related parties | ||||||||
| Balan | ce of borrowings December 31, 2020 June 30, 2020 - 3,328 |
I June 30, 2021 - |
ntere | st payable | ||||
| June 30, 2021 $ - |
December 31, 2020 - |
December 31, 2020 - |
June 30, 2020 |
|||||
| 3 |
-
(v) Property transactions
-
1) Acquisition of equipment
Acquisition price
| Acquisition price | ||||
|---|---|---|---|---|
Relationship Entities with significant influence over the Group Other related parties |
For the six months ended June 30, 2021 2020 $ - - 4,076 - $ 4,076 - |
Other payables to related parties | ||
| 2021 $ - 4,076 $ 4,076 |
June 30, 2021 1,590 2,446 4,036 |
December 31, 2020 20,830 - 20,830 |
June 30, 2020 |
|
| - - |
||||
| - |
(vi) Dividends receivables
| Relationship Associate |
Other receivables due from related parties | Other receivables due from related parties | Other receivables due from related parties |
|---|---|---|---|
| June 30, 2021 | December 31, 2020 |
June 30, 2020 | |
| $ 325,475 |
- | 311,324 |
- (vii) Leases
| Relationship Entities with significant influence over the Group |
Acquisition price | Acquisition price | Acquisition price | Acquisition price | Acquisition price |
|---|---|---|---|---|---|
| For the three months ended June 30, |
For the six months ended June 30, |
||||
| 2021 $ 16,454 |
2020 | 2021 32,938 |
2020 | ||
| 15,602 | 30,629 |
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.
(Continued)
37
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
The Group entered into 9 to 10 years lease agreements between July and August 2020, as well as a 3-year lease agreement in July 2017, with Nan Ya Plastics Corporation, at the total values of $2,015,018 and $617,862, respectively. Also, for the three months and six months ended June 30, 2021 and 2020, the Group recognized the amount of $5,903, $118, $11,938 and $412, as interest expense, respectively. Furthermore, as of June 30, 2021, December 31 and June 30, 2020, the balance of lease liabilities amounted to $1,723,871, $1,796,084 and $0, respectively.
(viii) Others
| Relationship | Other income | Other income | Other income |
|---|---|---|---|
| For the three months ended June 30, |
For the six months ended June 30 |
||
| 2021 $ 179 |
2020 - |
2021 2020 480 - |
|
| Associates |
(c) Key management personnel compensation
Key management personnel compensation comprised:
| Short-term employee benefits Share-based payment |
For the six months ended June 30, 2021 2020 $ 10,448 11,389 - 309 $ 10,448 11,698 |
For the six months ended June 30, 2021 2020 $ 10,448 11,389 - 309 $ 10,448 11,698 |
For the six months ended June 30, |
For the six months ended June 30, |
|
|---|---|---|---|---|---|
| 2021 $ 10,448 - $ 10,448 |
2021 22,982 - 22,982 |
2020 | |||
| 11,389 309 |
24,822 702 |
||||
| 11,698 | 25,524 |
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 Other non-current assets |
Object | June 30, 2021 $ 5,449 |
December 31, 2020 5,573 |
June 30, 2020 |
|---|---|---|---|---|
| Office leasing | 5,067 |
(9) Commitments and contingencies:
(a) Significant commitments
| Guarantees for importation goods provided by bank Unused letters of credit Total |
June 30, 2021 $ 835,000 4,256,191 $ 5,091,191 |
December 31, 2020 935,000 660,779 1,595,779 |
June 30, 2020 |
|---|---|---|---|
| 935,000 258,241 |
|||
| 1,193,241 |
(Continued)
38
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
-
(b) Contingent liabilities
-
(i) In 2000, the Company was charged by Brazil's Ministry of Justice as being involved in the International Monopolies, which influences Brazil's DRAM market. Consequently, the Company, other large international companies and individuals are investigated at the same time. The lawsuit was in a court hearing. The Company has engaged counsels to properly handle it to ensure the Company's rights.
-
(ii) In October 2016, Lone Star Silicon Innovations LLC (Lone Star) filed a lawsuit against Nanya Technology Corp. (Nanya) and two of its subsidiaries, Nanya Technology Corp., USA (NTC USA) and Nanya Technology Corp., Delaware (NTC Delaware), to the US District Court of East Texas for patent infringement. The lawsuit was dismissed in April 2021, therefore it was closed.
-
(iii) In November 2019, Monterey Research LLC (Monterey) filed a lawsuit against Nanya Technology Corp. (Nanya) and two of its subsidiaries, Nanya Technology Corp., USA (NTC USA) and Nanya Technology Corp., Delaware (NTC Delaware), to the US District Court of Delaware for patent infringement. The Company has engaged counsels to properly handle it to ensure the Company's rights.
-
(iv) 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$54,030 thousand; the Company agreed to share the 50% portion of the total costs and accrued it as expense of $850,000 (USD27,015 thousand) to other payable. The Company will share the cost based on the actual amounts at the appointed time. As of June 30, 2021 and 2020, the payment amounting to $200,950 had been recognized by the Company.
-
2) The Company agreed to share the 50% portion of the total losses for penalty, improving costs and suspending operation before the date of share-swap in the following two to five years due to an existing event of environmental safety and factory facilities which violated the laws.
-
(10) Losses Due to Major Disasters: None
(11) Subsequent Events:
On July 2, 2021, a subsidiary of the Group, Nanya Technology International Ltd, its Board of Directors approved to distribute cash dividends with unappropriated retained earnings which totaled $226,054 (USD 8,111 thousand).
(Continued)
39
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to the Consolidated Financial Statements
(12) Other:
(a) A summary of current-period employee benefits, depreciation, and amortization, by function, is as follows:
| follows: | ||||||
|---|---|---|---|---|---|---|
| For the three months ended June 30, 2021 |
For the three months ended June 30, 2020 |
|||||
| Cost of goods sold |
Operating expenses |
Total | Cost of goods sold |
Operating expenses |
Total | |
| Employee benefits Salaries Labor and health insurance Pension expenses Remuneration of directors Other personnel expenses Depreciation expenses Amortization expenses |
1,209,229 52,294 25,686 - 17,618 3,645,991 65,004 |
856,258 46,507 22,758 1,560 8,147 120,999 - |
2,065,487 98,801 48,444 1,560 25,765 3,766,990 65,004 |
869,523 48,933 25,162 - 18,295 3,427,570 20,937 |
613,519 41,779 20,856 1,690 7,336 106,135 - |
1,483,042 90,712 46,018 1,690 25,631 3,533,705 20,937 |
| For the six months ended June 30, 2021 |
For the six months ended June 30, 2020 |
|||||
| Cost of goods sold |
Operating expenses |
Total | Cost of goods sold |
Operating expenses |
Total | |
| Employee benefits Salaries Labor and health insurance Pension expenses Remuneration for directors Other personnel expenses Depreciation expenses Amortization expenses |
1,986,464 104,197 50,274 - 35,340 7,203,306 129,938 |
1,503,437 93,930 47,906 3,120 16,303 241,590 - |
3,489,901 198,127 98,180 3,120 51,643 7,444,896 129,938 |
1,648,673 98,200 49,857 - 36,804 6,902,891 44,826 |
1,151,493 80,220 42,101 3,250 13,726 211,542 - |
2,800,166 178,420 91,958 3,250 50,530 7,114,433 44,826 |
(b) Seasonal operation:
The Group's operation is not affected by seasonal or cyclical factor.
(Continued)
40
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements
(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 six months ended June 30, 2021:
-
(i) Loans to other parties: None
-
(ii) Guarantees and endorsements for other parties: None
-
(iii) Securities held at the reporting date (excluding investment in subsidiaries, associates and joint ventures):None
-
(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:
(In Thousands of New Taiwan Dollars)
| Name of company |
Related party | Nature of relationship |
Transaction details | Transaction details | Transaction details | Transaction details | Transactions different fr |
with terms om others |
Notes/Accounts receivable (payable) | Notes/Accounts receivable (payable) | Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase /Sale |
Amount | Percentage of total purchases/sales |
Payment terms | Unit price | Payment terms |
Ending balance | Percentage of total notes/accounts receivable (payable) |
||||
| The Company The Company The Company Nanya Technology Corp., Delaware Nanya Technology Corp., U.S.A Nanya Technology Corp., Japan Nanya Technology Corp., Europe GmbH The Company |
Nanya Technology Corp., U.S.A. Nanya Technology Corp., Japan Nanya Technology Corp., Europe GmbH Nanya Technology Corp Nanya Technology Corp Nanya Technology Corp Nanya Technology Corp Formosa Sumco Technology Corporation |
Subsidiary Subsidiary Subsidiary The parent company The parent company The parent company The parent company Other related parties |
(Sale) (Sale) (Sale) (Sale) Purchase Purchase Purchase Purchase |
(4,901,909) (2,901,204) (2,274,627) (199,025) 4,901,909 2,901,204 2,274,627 342,030 |
(12.21)% (7.22)% (5.66)% 100.00% 100.00% 100.00% 100.00% 5.78% |
O/A 60~90Days O/A 180Days O/A 60~90Days O/A 60~90 Days O/A 60~90Days O/A 180Days O/A 60~90Days O/A 60Days |
- - - - - - - - |
2,305,626 912,424 822,676 31,998 (2,305,626) (912,424) (822,676) (103,714) |
21.05% 8.33% 7.51% 100.00% (100.00)% (100.00)% (100.00)% (3.00)% |
(Note) (Note) (Note) (Note) (Note) (Note) (Note) - |
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 company |
Counter-party | Nature of relationship |
Ending balance of accounts receivable from related parties |
Turnover rate |
Overdue | Overdue | Amounts received in subsequent period |
Allowance for bad debts |
|---|---|---|---|---|---|---|---|---|
| Amount | Action taken | |||||||
| The Company The Company The Company The Company |
Nanya Technology Corp., U.S.A. Nanya Technology Corp., Japan Nanya Technology Europe GmbH Formosa Advanced Technologies Co., Ltd. |
Subsidiary Subsidiary Subsidiary Associates |
2,305,626 912,424 822,676 325,475 |
5.24 7.02 7.06 - |
- - - - |
- - - |
822,294 557,282 381,430 - |
- - - - |
Note: the transactions were written off in the consolidated financial statements.
(Continued)
41
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements
(ix) Trading in derivative instruments: None
(x) Business relationships and significant intercompany transactions:
(In Thousands of New Taiwan Dollars)
| (In Thousands of New Taiwan Dollars) | (In Thousands of New Taiwan Dollars) | (In Thousands of New Taiwan Dollars) | (In Thousands of New Taiwan Dollars) | ||||
|---|---|---|---|---|---|---|---|
| No. | Name of company | Name of counter-party | Nature of relationship |
Intercompany transactions | |||
| Account name | Amount | Trading terms | Percentage of the consolidated net revenue or total assets |
||||
| 0 0 0 1 0 0 0 1 |
Nanya Technology Corp. Nanya Technology Corp. Nanya Technology Corp. Nanya Technology Corp.Delaware Nanya Technology Corp. Nanya Technology Corp. Nanya Technology Corp. Nanya Technology Corp.Delaware |
Nanya Technology Corp., U.S.A Nanya Technology Corp., Japan Nanya Technology Europe GmbH Nanya Technology Corp. Nanya Technology Corp., U.S.A Nanya Technology Corp., Japan Nanya Technology Europe GmbH Nanya Technology Corp. |
1 1 1 2 1 1 1 2 |
Sales Sales Sales Sales Accounts receivable Accounts receivable Accounts receivable Accounts receivable |
4,901,909 2,901,204 2,274,627 199,025 2,305,626 912,424 822,676 31,998 |
On the basis of general conditions On the basis of general conditions On the basis of general conditions On the basis of general conditions On the basis of general conditions On the basis of general conditions On the basis of general conditions On the basis of general conditions |
12.14% 7.19% 5.63% 0.49% 1.30% 0.51% 0.46% 0.02% |
Note 1: Assigned numbers represent the following:
-
0 represents the parent company.
-
The subsidiaries are represented numerically starting from 1.
Note 2: The terms of transactions are defined as follows:
-
Parent company to subsidiary.
-
Subsidiary to parent company.
-
Subsidiary to Subsidiary.
Note 3: The business relationship and significant transactions between the parent company and the subsidiary only disclose the importations of sales and account receivable, did not repeat about the purchase and account payable.
- (b) Information on investees (excluding information on investees in Mainland China):
The following is the information on investees for the six months ended June 30, 2021:
(In Thousands of New Taiwan Dollars / Shares)
| Name of investor | Name of investee | Location | Main businesses and products |
Original investment amount | Original investment amount | Balance as of June 30, 2021 | Balance as of June 30, 2021 | Balance as of June 30, 2021 | Net income of investee |
Share of profits of investee |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| June 30, 2021 |
December 31, 2020 |
Shares | Percentage of ownership |
Carrying value |
|||||||
| The Company The Company The Company The Company The Company The Company Nanya Technology Corp., HK |
Nanya Technology Corp., U.S.A. Nanya Technology Corp., Delaware Nanya Technology Corp., HK Nanya Technology Corp., Japan Nanya Technology International, Ltd. Formosa Advanced Technologies Co., Ltd. Nanya Technology Europe GmbH |
U.S.A U.S.A Hong Kong Japan British Virgin Island Yunlin Germany |
Sales of semiconductor products Design of semiconductor products Sales of semiconductor products Sales of semiconductor products General investment business Assembling, testing and producing modules for IC Sales of semiconductor products |
20,392 36,005 66,271 20,161 37,004,400 5,099,482 30,056 |
20,392 36,005 66,271 20,161 37,004,400 5,099,482 30,056 |
2 - 20 1 1 141,511 - |
% 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 32.00 % 100.00 |
164,514 177,896 86,650 272,360 33,670,369 5,106,165 82,886 |
11,157 9,862 18,777 121,794 82,701 719,750 14,678 |
11,157 9,862 18,777 121,794 82,701 255,412 14,678 |
(Note1) (Note1) (Note1) (Note1) (Note 1) (Note 2) (Note1) |
Note: (1) The transactions were written off in the consolidated financial statements.
- (2) Investment accounted for using equity method.
(Continued)
42
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements
(c) Information on investment in mainland China:
- (i) The names of investees in Mainland China, the main businesses and products, and other information:
(In Thousands of New Taiwan Dollars)
| Name of investee |
Main businesses and products |
Total amount of paid-in capital |
Method of investment |
Accumulated outflow of investment from Taiwan as of January 1, 2021 |
Investment flows | Investment flows | Accumulated outflow of investment from Taiwan as of June 30, 2021 |
Net income (losses) of the investee |
Percentage of ownership |
Investment income (losses) |
Book value |
Accumulated remittance of earnings in currentperiod |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outflow | Inflow | |||||||||||
| Nanya Technology Corp., Shenzhen |
Sales of semiconductor products |
27,452 (USD985 thousand) |
(2) | 27,452 (USD985 thousand) |
- | - | 27,452 (USD985 thousand) |
3,435 | 100.00% | 3,435 (Note 2) |
22,481 | - |
Note 1:Three types of investments were as follows:
-
(1) Investing directly in Mainland China
-
(2) Investing the companies in Mainland China through third parties.
-
(3) Others
Note 2:The financial statements were reviewed by a certified public accountant of the Taiwanese parent company.
Note3:The transactions were written off in thee consolidated financial statements.
- (ii) Limitation on investment in Mainland China:
(In Thousands of New Taiwan Dollars)
| Accumulated Investment in Mainland China as of June 30, 2021 (Note 1) |
Investment Amounts Authorized by Investment Commission, MOEA (Note 1) |
Upper Limit on Investment (Note 2) |
|---|---|---|
| 27,452 (USD985 thousand) |
27,452 (USD985 thousand) |
95,188,370 |
Note 1:The exchange rate of New Taiwan dollars to US dollars on June 30, 2021 was USD1:TWD 27.87
Note 2:60% of net equity.
-
(iii) Significant transactions: None
-
(d) Information on major shareholders:
| Information on major shareholders: | ||
|---|---|---|
| Shareholding Shareholder’s Name |
Shares | Percentage |
| Nan Ya Plastics Corporation | 907,303,775 | % 29.29 |
| Formosa Chemicals & Fibre Corporation | 334,815,409 | % 10.81 |
| Formosa Plastics Corporation | 334,815,409 | % 10.81 |
| Formosa Petrochemical Corp | 334,815,409 | % 10.81 |
-
Note 1: The information on major shareholders, which is provided by the Taiwan Depository & Clearing Corporation, summarized the shareholders who held over 5% of total non-physical ordinary shares and preference shares (including treasury shares) on the last business date of each quarter. The actual registered non-physical shares may be different from the capital shares disclosed in the financial statement due to different calculation basis.
-
Note 2: If shares are entrusted, the above information regarding such shares will be revealed by each trustors of individual trust ac count. The shareholders holding more than 10% of the total shares of the company should declare insider’ s equity according to Securities and Exchange Act. The numbers of the shares declared by the insider include the shares of the trust assets which the insider has discretion over use. For details of the insider’s equity announcement please refer to the TWSE website.
(Continued)
43
NANYA TECHNOLOGY CORPORATION AND SUBSIDIARIES Notes to Consolidated Financial Statements
(14) Segment information:
| Segment information: | ||||||
|---|---|---|---|---|---|---|
| Revenue: From external customers From sales among intersegments Total revenue Reportable segment profit or loss Revenue: From external customers From sales among intersegments Total revenue Reportable segment profit or loss Revenue: From external customers From sales among intersegments Total revenue Reportable segment profit or loss Revenue: From external customers From sales among intersegments Total revenue Reportable segment profit or loss Reportable segment assets Balance at June 30, 2021 Balance at December 31, 2020 Balance at June 30, 2020 Reportable segment liabilities Balance at June 30, 2021 Balance at December 31, 2020 Balance at June 30, 2020 |
For | the three months ended June 30, 2021 | ||||
| Overseas sales division $ 6,198,585 16,627 $ 6,215,212 $ 24,208 |
Overseas R&D division - 102,515 102,515 5,070 For |
Manufacturing divisions Investment divisions Adjustments and eliminated 16,438,883 - - 6,078,833 - (6,197,975) 22,517,716 - (6,197,975) 6,919,338 40,219 (68,995) the three months ended June 30, 2020 |
Total | |||
| 22,637,468 - |
||||||
| 22,637,468 | ||||||
| 6,919,840 | ||||||
| Overseas R&D division Manufacturing divisions Investment divisions Adjustments and eliminated - 11,941,194 - - 107,074 4,550,843 - (4,670,426) 107,074 16,492,037 - (4,670,426) 5,530 3,435,772 184,612 (194,729) For the six months ended June 30, 2021 |
Total | |||||
| 16,489,357 - |
||||||
| 16,489,357 | ||||||
| 3,436,079 | ||||||
| Overseas R&D division Manufacturing divisions Investment divisions Adjustments and eliminated - 29,994,955 - - 199,025 10,161,872 - (10,391,190) 199,025 40,156,827 - (10,391,190) 9,862 10,253,095 82,701 (244,291) For the six months ended June 30, 2020 |
Total | |||||
| 40,368,081 - |
||||||
| 40,368,081 | ||||||
| 10,253,845 | ||||||
| Overseas R&D division - 202,993 202,993 10,539 Overseas R&D division 181,750 195,825 172,738 Overseas R&D division 3,854 23,832 1,076 |
Manufacturing divisions 22,791,773 8,030,740 30,822,513 5,759,197 Manufacturing divisions 177,725,878 165,624,472 168,220,521 Manufacturing divisions 19,078,595 11,812,445 15,755,889 |
Investment divisions - - - 400,358 Investment divisions 33,670,369 34,357,531 36,903,101 Others divisions - 38 - |
Adjustments and eliminated - (8,256,569) (8,256,569) (433,226) Adjustments and eliminated (38,494,327) (37,665,760) (40,762,227) Adjustments and eliminated (4,109,762) (2,729,547) (3,267,557) |
Total | ||
| 30,908,227 - |
||||||
| 30,908,227 | ||||||
| 5,759,830 | ||||||
| Total | ||||||
| 177,760,829 | ||||||
| 165,631,980 | ||||||
| 168,212,926 | ||||||
| Total | ||||||
| 19,113,546 | ||||||
| 11,819,953 | ||||||
| 15,748,294 |