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Ruby Tech Corporation — Interim / Quarterly Report 2025
May 22, 2026
72751_rns_2026-05-22_4cceffe7-8688-4204-8b07-5a76427a1726.pdf
Interim / Quarterly Report
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Stock Code: : 8048
RUBY TECH CORPORATION AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS' REVIEW REPORT
NINE MONTHS ENDED SEPTEMBER 30, 2025 AND 2024
For the convenience of readers and for information purpose only, the auditors' review report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors' review report and financial statements shall prevail.
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INDEPENDENT AUDITORS' REVIEW REPORT
Ruby Tech Corp.
Introduction
We have reviewed the accompanying consolidated balance sheets of Ruby Tech Corp. and its subsidiaries as of September 30, 2025 and 2024, the related consolidated statements of comprehensive income for the three months ended September 30, 2025 and 2024, and for the nine months ended September 30, 2025 and 2024, the consolidated statements of changes in equity and cash flows for the nine months then ended, and the related notes to the consolidated financial statements, including material accounting policy information (collectively referred to as the "consolidated financial statements"). 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 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
We conducted our reviews in accordance with the Standards on Review Engagements of the Republic of China 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our reviews, nothing has come to our attention that caused us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the merged company as of September 30, 2025 and 2024, its consolidated financial performance for the three months ended September 30, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the nine months ended September 30, 2025 and 2024 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.
The engagement partners on the reviews resulting in this independent auditors’ review report are Lin, Shu-Ju and Chang, Chun-I.
Deloitte & Touche
Taipei, Taiwan
Republic of China
November 5, 2025
Notice to Readers
For the convenience of readers, this report has been translated into English from the original Chinese version. The English version has not been reviewed by independent auditors. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ review report and consolidated financial statements shall prevail.
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RUBY TECH CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
September 30, 2025, December 31, 2024 and September 30, 2024
Unit: NT$ thousand
| Code | Assets | September 30, 2025 | December 31, 2024 | September 30, 2024 | |||
|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Amount | % | ||
| Current Assets | |||||||
| 1100 | Cash and cash equivalents (Notes 4 and 6) | $ 292,337 | 20 | $ 272,248 | 20 | $ 124,661 | 10 |
| 1110 | Current financial assets measured at fair value through profit or loss (Notes 4 and 7) | 32,443 | 2 | 23,464 | 2 | 31,728 | 2 |
| 1120 | Current financial assets measured at fair value through other comprehensive income (Notes 4 and 8) | 92,927 | 7 | 80,431 | 6 | 68,820 | 5 |
| 1136 | Current financial assets measured at amortized cost (Notes 4, 9 and 30) | 408,015 | 29 | 359,493 | 26 | 403,801 | 31 |
| 1150 | Notes receivable (Notes 4 and 10) | - | - | 528 | - | - | - |
| 1170 | Accounts receivable (Notes 4, 10 and 23) | 135,511 | 10 | 183,498 | 13 | 137,805 | 11 |
| 1200 | Other receivables (Notes 4 and 10) | 6,768 | - | 4,059 | - | 3,768 | - |
| 1220 | Income tax receivable for the current period (Note 4) | 162 | - | 162 | - | 8,694 | 1 |
| 130X | Inventories (Notes 4, 5 and 11) | 163,036 | 11 | 165,530 | 12 | 214,962 | 16 |
| 1422 | Current prepayments for investments (Note 16) | - | - | - | - | 19,393 | 1 |
| 1470 | Other current assets (Note 16) | 6,880 | 1 | 7,923 | - | 10,855 | 1 |
| 11XX | Total current assets | 1,138,079 | 80 | 1,097,336 | 79 | 1,024,487 | 78 |
| Non-Current Assets | |||||||
| 1600 | Property, plant and equipment (Notes 4 and 13) | 265,195 | 19 | 271,065 | 20 | 260,976 | 20 |
| 1755 | Right-of-use assets (Notes 4 and 14) | 6,305 | - | 1,639 | - | 2,817 | - |
| 1780 | Other intangible assets (Notes 4 and 15) | 4,518 | - | 4,825 | - | 4,449 | 1 |
| 1840 | Deferred income tax assets (Note 4) | 10,648 | 1 | 11,903 | 1 | 13,521 | 1 |
| 1975 | Net defined benefit assets - non-current (Notes 4 and 20) | 546 | - | - | - | - | - |
| 1990 | Other non-current assets (Note 16) | 4,143 | - | 3,632 | - | 3,831 | - |
| 15XX | Total non-current assets | 291,355 | 20 | 293,064 | 21 | 285,594 | 22 |
| 1XXX | Total Assets | $ 1,429,434 | 100 | $ 1,390,400 | 100 | $ 1,310,081 | 100 |
| Code | Liabilities and Equity | ||||||
| Current Liabilities | |||||||
| 2130 | Contract liabilities - current (Notes 4 and 23) | $ 26,240 | 2 | $ 26,431 | 2 | $ 21,395 | 2 |
| 2150 | Notes payable (Note 17) | 58,173 | 4 | 48,901 | 4 | 29,160 | 2 |
| 2170 | Accounts payable (Note 17) | 111,397 | 8 | 47,893 | 3 | 37,077 | 3 |
| 2219 | Other payables (Note 18) | 75,153 | 6 | 96,187 | 7 | 80,943 | 6 |
| 2230 | Income tax payable for the current period (Note 4) | 16,400 | 1 | 12,247 | 1 | 18,444 | 2 |
| 2250 | Liability provisions - current (Notes 4 and 19) | 1,564 | - | 2,193 | - | 2,277 | - |
| 2280 | Current lease liabilities (Notes 4 and 14) | 3,393 | - | 1,649 | - | 2,833 | - |
| 2399 | Other current liabilities (Note 18) | 2,278 | - | 3,376 | - | 3,081 | - |
| 21XX | Total current liabilities | 294,598 | 21 | 238,877 | 17 | 195,210 | 15 |
| Non-Current Liabilities | |||||||
| 2570 | Deferred income tax liabilities (Note 4) | 900 | - | 1,335 | - | 420 | - |
| 2580 | Lease liabilities - non-current (Notes 4 and 14) | 2,922 | - | - | - | - | - |
| 2640 | Net defined benefit liabilities - non-current (Notes 4 and 20) | - | - | 214 | - | 4,085 | - |
| 2670 | Other non-current liabilities (Note 18) | 199 | - | 208 | - | 209 | - |
| 25XX | Total non-current liabilities | 4,021 | - | 1,757 | - | 4,714 | - |
| 2XXX | Total Liabilities | 298,619 | 21 | 240,634 | 17 | 199,924 | 15 |
| Equity attributable to owners of the Company (Note 21) | |||||||
| 3110 | Capital - common stock | 577,058 | 40 | 577,838 | 42 | 577,838 | 44 |
| 3200 | Capital surplus | 37,408 | 3 | 38,969 | 3 | 38,969 | 3 |
| Retained earnings | |||||||
| 3310 | Legal reserve | 225,303 | 16 | 210,984 | 15 | 210,984 | 16 |
| 3320 | Special reserve | 14,229 | 1 | - | - | - | - |
| 3350 | Undistributed earnings | 279,645 | 19 | 338,545 | 24 | 291,050 | 22 |
| 3300 | Total retained earnings | 519,177 | 36 | 549,529 | 39 | 502,034 | 38 |
| 3400 | Other equity interest | (2,828) | - | (14,229) | (1) | (6,343) | - |
| 3500 | Treasury shares (Note 22) | - | - | (2,341) | - | (2,341) | - |
| 3XXX | Total Equity | 1,130,815 | 79 | 1,149,766 | 83 | 1,110,157 | 85 |
| Total Liabilities and Equity | $ 1,429,434 | 100 | $ 1,390,400 | 100 | $ 1,310,081 | 100 |
The accompanying notes are an integral part of these consolidated financial statements.
RUBY TECH CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the three months ended September 30, 2025 and 2024 and the nine months ended September 30, 2025 and 2024
Unit: NTS thousand Except Earnings Per Share (NTD dollars)
| For the three months ended September 30 | For the nine months ended September 30 | |||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |||||
| Code | Amount | % | Amount | % | Amount | % | Amount | % |
| Operating Revenue (Notes 4, 23 and 29) | ||||||||
| 4100 Sales revenue | $240,742 | 95 | $185,655 | 98 | $697,067 | 97 | $738,854 | 97 |
| 4800 Other operating revenue | 11,785 | 5 | 3,026 | 2 | 24,186 | 3 | 26,734 | 3 |
| 4000 Total operating revenue | 252,527 | 100 | 188,681 | 100 | 721,253 | 100 | 765,588 | 100 |
| Operating Costs (Notes 4, 11, 20 and 24) | ||||||||
| 5110 Cost of goods sold | 143,481 | 57 | 126,665 | 67 | 452,596 | 63 | 514,852 | 67 |
| 5800 Other operating costs | 11,194 | 4 | 3,658 | 2 | 22,195 | 3 | 18,288 | 3 |
| 5000 Total operating costs | 154,675 | 61 | 130,323 | 69 | 474,791 | 66 | 533,140 | 70 |
| 5900 Gross Profit | 97,852 | 39 | 58,358 | 31 | 246,462 | 34 | 232,448 | 30 |
| Operating Expenses (Notes 20 and 24) | ||||||||
| 6100 Marketing expenses | 17,475 | 7 | 10,857 | 6 | 42,048 | 6 | 43,334 | 6 |
| 6200 Administrative expenses | 11,151 | 5 | 11,471 | 6 | 31,217 | 4 | 32,194 | 4 |
| 6300 Research and development expenses | 20,934 | 8 | 21,027 | 11 | 62,371 | 9 | 62,496 | 8 |
| 6450 Expected credit (reversal gains) impairment losses (Note 10) | (1) | - | 363 | - | (1) | - | 411 | - |
| 6000 Total operating expenses | 49,559 | 20 | 43,718 | 23 | 135,635 | 19 | 138,435 | 18 |
| 6900 Operating Net Profit | 48,293 | 19 | 14,640 | 8 | 110,827 | 15 | 94,013 | 12 |
| Non-Operating Income and Expenses (Note 24) | ||||||||
| 7010 Other income | 1,073 | 1 | 2,198 | 1 | 3,665 | 1 | 3,592 | 1 |
| 7020 Other gains and losses | 12,771 | 5 | (6,896) | (4) | (5,131) | (1) | 12,821 | 2 |
| 7050 Finance costs | (18) | - | (17) | - | (35) | - | (42) | - |
| 7100 Interest income | 2,830 | 1 | 3,725 | 2 | 9,087 | 1 | 8,996 | 1 |
| 7000 Total non-operating income and expenses | 16,656 | 7 | (990) | (1) | 7,586 | 1 | 25,367 | 4 |
| 7900 Net Profit Before Tax | 64,949 | 26 | 13,650 | 7 | 118,413 | 16 | 119,380 | 16 |
| 7950 Income Tax Expense (Notes 4 and 25) | 11,396 | 5 | 3,806 | 2 | 21,812 | 3 | 27,565 | 4 |
| 8200 Net Profit for the Current Period | 53,553 | 21 | 9,844 | 5 | 96,601 | 13 | 91,815 | 12 |
| Other Comprehensive Income (Loss) (Note 21) | ||||||||
| 8310 Items that will not be reclassified subsequently to profit or loss: | ||||||||
| 8316 Unrealized gains (losses) from investment in equity instruments measured at fair value through other comprehensive income | 3,055 | 1 | (9,968) | (5) | 12,496 | 2 | (21,349) | (3) |
| 3,055 | 1 | (9,968) | (5) | 12,496 | 2 | (21,349) | (3) | |
| 8360 Items that may be reclassified subsequently to profit or loss: | ||||||||
| 8361 Exchange differences on translation of foreign financial statements | 727 | 1 | 310 | - | (1,369) | - | 1,159 | - |
| 8399 Income tax related to items that may be reclassified (Notes 4 and 25) | (145) | - | (61) | - | 274 | - | (231) | - |
| 582 | 1 | 249 | - | (1,095) | - | 928 | - | |
| 8300 Other comprehensive income (after tax) for the period | 3,637 | 2 | (9,719) | (5) | 11,401 | 2 | (20,421) | (3) |
| 8500 The Consolidated Total Comprehensive Income for the Period | $57,190 | 23 | $125 | - | $108,002 | 15 | $71,394 | 9 |
| 8610 Net Profit Attributable to the Owner of the Company | $53,553 | 21 | $9,844 | 5 | $96,601 | 13 | $91,815 | 12 |
| 8710 The Consolidated Total Comprehensive Income Attributable to the Owner of the Company | $57,190 | 23 | $125 | - | $108,002 | 15 | $71,394 | 9 |
| Earnings Per Share (Note 26) | ||||||||
| 9750 Basic | $0.92 | $0.17 | $1.67 | $1.59 | ||||
| 9850 Diluted | $0.92 | $0.17 | $1.66 | $1.58 |
The accompanying notes are an integral part of these consolidated financial statements.
RUBY TECH CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Nine Months Ended September 30, 2025 and 2024
Unit: NT$ thousand
| Code | Capital – Common Stock | Capital Surplus | Retained Earnings | Exchange Differences on Translation of Foreign Financial Statements | Unrealized Gains (Losses) from Financial Assets Measured at Fair Value Through Other Comprehensive Income | Treasury Shares | Total Equity | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share Premium | Received Gift(s) | Treasury Share Transactions | Legal Reserve | Special Reserve | Undistributed Earnings | |||||||
| A1 | Balance as of January 1, 2024 | $561,030 | $26,756 | $173 | $12,040 | $185,474 | $- | $405,749 | ($2,498) | $20,455 | ($2,341) | $1,206,838 |
| Appropriation and distribution of earnings for 2023 | ||||||||||||
| B1 | Legal reserve | - | - | - | - | 25,510 | - | (25,510) | - | - | - | - |
| B5 | Shareholders' cash dividends | - | - | - | - | - | - | (168,075) | - | - | - | (168,075) |
| B9 | Shareholders' share dividends | 16,808 | - | - | - | - | - | (16,808) | - | - | - | - |
| D1 | Net profit for the nine months ended September 30, 2024 | - | - | - | - | - | - | 91,815 | - | - | - | 91,815 |
| D3 | Other comprehensive income (loss) after tax for the nine months ended September 30, 2024 | - | - | - | - | - | - | - | 928 | (21,349) | - | (20,421) |
| D5 | Total comprehensive income for the nine months ended September 30, 2024 | - | - | - | - | - | - | 91,815 | 928 | (21,349) | - | 71,394 |
| Q1 | Disposal of investments in equity instruments at fair value through other comprehensive income | - | - | - | - | - | - | 3,879 | - | (3,879) | - | - |
| Z1 | Balance as of September 30, 2024 | $577,838 | $26,756 | $173 | $12,040 | $210,984 | $- | $291,050 | ($1,570) | ($4,773) | ($2,341) | $1,110,157 |
| A1 | Balance as of January 1, 2025 | $577,838 | $26,756 | $173 | $12,040 | $210,984 | $- | $338,545 | ($1,675) | ($12,554) | ($2,341) | $1,149,766 |
| Appropriation and distribution of earnings for 2024 | ||||||||||||
| B1 | Legal reserve | - | - | - | - | 14,319 | - | (14,319) | - | - | - | - |
| B3 | Special reserve | - | - | - | - | - | 14,229 | (14,229) | - | - | - | - |
| B5 | Shareholders' cash dividends | - | - | - | - | - | - | (126,953) | - | - | - | (126,953) |
| D1 | Net Profit for the nine months ended September 30, 2025 | - | - | - | - | - | - | 96,601 | - | - | - | 96,601 |
| D3 | Other comprehensive income (loss) after tax for the nine months ended September 30, 2025 | - | - | - | - | - | - | - | (1,095) | 12,496 | - | 11,401 |
| D5 | Total comprehensive income for the nine months ended September 30, 2025 | - | - | - | - | - | - | 96,601 | (1,095) | 12,496 | - | 108,002 |
| L3 | Retirement of treasury shares | (780) | (36) | - | (1,525) | - | - | - | - | - | 2,341 | - |
| Z1 | Balance as of September 30, 2025 | $577,058 | $26,720 | $173 | $10,515 | $225,303 | $14,229 | $279,645 | ($2,770) | ($58) | $- | $1,130,815 |
The accompanying notes are an integral part of these consolidated financial statements.
RUBY TECH CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Nine Months Ended September 30, 2025 and 2024
Unit: NT$ thousand
| Code | Cash Flows from Operating Activities | Nine Months Ended September 30 | |
|---|---|---|---|
| 2025 | 2024 | ||
| A10000 | Net profit before tax for the period | $ 118,413 | $ 119,380 |
| A20010 | Income and expense items: | ||
| A20100 | Depreciation expense | 11,878 | 11,521 |
| A20200 | Amortization expense | 834 | 1,269 |
| A20300 | Expected credit (reversal gains) impairment losses | ( 1) | 411 |
| A20400 | Net (gains) losses on financial assets at fair value through profit or loss | ( 8,467) | 1,893 |
| A20900 | Finance costs | 35 | 42 |
| A21200 | Interest income | ( 9,087) | ( 8,996) |
| A21300 | Dividend income | ( 1,045) | ( 1,355) |
| A22500 | Gain on disposal of property, plant and equipment | - | ( 9) |
| A23700 | (Reversal gain) loss for inventory depreciation and slow-moving inventories | ( 7,582) | 4,679 |
| A24100 | Unrealized foreign exchange net (gains) losses | ( 1,014) | 2,933 |
| A29900 | (Reversal of) provisions for liabilities | ( 629) | 695 |
| A30000 | Net changes in operating assets and liabilities | ||
| A31130 | Notes receivable | 528 | 3,547 |
| A31150 | Accounts receivable | 49,630 | 207,322 |
| A31180 | Other receivables | ( 2,675) | 30,620 |
| A31200 | Inventories | 10,076 | 119,539 |
| A31240 | Other current assets | 980 | ( 392) |
| A32125 | Contract liabilities - current | ( 191) | 213 |
| A32130 | Notes payable | 9,272 | ( 66,843) |
| A32150 | Accounts payable | 62,696 | ( 82,658) |
| A32180 | Other payables | ( 21,149) | ( 41,952) |
| A32230 | Other current liabilities | ( 1,055) | ( 660) |
| A32240 | Net defined benefit plans | ( 760) | ( 8,365) |
| A33000 | Cash generated from operations | 210,687 | 292,834 |
| A33100 | Interest income | 9,053 | 9,042 |
| A33300 | Interest paid | ( 35) | ( 42) |
| A33500 | Income tax paid | ( 16,565) | ( 89,757) |
| AAAA | Net cash flows from operating activities | 203,140 | 212,077 |
| Cash Flows from Investing Activities | |||
| B00010 | Acquisitions of financial assets at fair value through other comprehensive income | - | ( 28,341) |
| B00020 | Disposal of financial assets at fair value through other comprehensive income | - | 13,968 |
| B00040 | Acquisitions of financial assets measured at amortized cost | ( 318,526) | ( 362,259) |
| B00050 | Disposal of financial assets measured at amortized cost | 269,730 | 205,547 |
| B00100 | Acquisitions of financial assets at fair value through profit or loss | ( 512) | - |
| B02000 | Increase in current prepayments for investments | - | ( 19,393) |
| B02700 | Procurement of property, plant, and equipment | ( 3,742) | ( 10,991) |
| B02800 | Proceeds from disposal of property, plant, and equipment | - | 9 |
| B03700 | Increase in refundable deposits | ( 516) | ( 12) |
| B04500 | Procurement of intangible assets | ( 527) | ( 677) |
| B07600 | Receipt other dividends | 1,045 | 313 |
| BBBB | Net cash flows used in investing activities | ( 53,048) | ( 201,836) |
| Cash Flows from Financing Activities | |||
| C03000 | Guarantee deposits received | 1 | 1 |
| C04020 | Repayment of the principal portion of lease liabilities | ( 3,255) | ( 3,533) |
| C04500 | Distribution of cash dividends | ( 126,953) | ( 168,075) |
| CCCC | Net cash flows used in financing activities | ( 130,207) | ( 171,607) |
| DDDD | Effect of exchange rate changes on cash and cash equivalents | 204 | ( 304) |
| EEEE | Net increase (decrease) in cash and cash equivalents | 20,089 | ( 161,670) |
| E00100 | Cash and cash equivalent at beginning of period | 272,248 | 286,331 |
| E00200 | Cash and cash equivalent at end of period | $ 292,337 | $ 124,661 |
The accompanying notes are an integral part of these consolidated financial statements.
RUBY TECH CORPORATION AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For The Nine Months Ended September 30, 2025 and 2024
(Unless otherwise noted, amounts are in thousands of New Taiwan dollars)
- Company History
Ruby Tech Corporation (hereinafter referred to as the “Company”) was established in Taipei in July 1981, and commenced operations in the same month, with its principal business being the research, manufacturing, and trading of optical fiber network equipment for central offices and customer premises, network management switches, and outdoor wireless networking equipment.
The company’s shares have been traded on the TPEx since September 8, 2009.
The consolidated financial statements are expressed in New Taiwan dollars, which is the functional currency of the Company.
- Date and Procedures for Approving Financial Reports
The consolidated financial report was approved by the Board of Directors on November 5, 2025.
- New Standards, Amendments and Interpretations Adoptions
(1) First-time adoption of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations (IFRIC), and Standing Interpretations Committee (SIC) (collectively, “IFRS Accounting Standards”) endorsed and issued into effect by the Financial Supervisory Commission (hereinafter referred to as “FSC”).
The initial application of the amendments to the IFRS Accounting Standards endorsed and issued into effect by the FSC did not have a material impact on the accounting policies of the merged company.
(2) The IFRS Accounting Standards endorsed by the FSC for application starting from 2026
| New/Amendment/Amended Standards and Interpretations | Effective Date Issued by IASB |
|---|---|
| Amendments to IFRS 9 and IFRS 7: "Amendments to the Classification and Measurement of Financial Instruments" | January 1, 2026 |
| Amendments to IFRS 9 and IFRS 7: "Contracts Referencing Nature-dependent Electricity" | January 1, 2026 |
| Annual Improvements to IFRS Accounting Standards - Volume 11 | January 1, 2026 |
| IFRS 17” Insurance Contracts” (including the 2020 and 2021 amendments to IFRS 17) | January 1, 2023 |
Amendments to IFRS 9 and IFRS 7: "Amendments to the Classification and Measurement of Financial Instruments"
- Amendments to the application guidance on the classification of financial assets
The amendments primarily revise the classification criteria for financial assets, including:
(1) If a financial asset includes a contingent feature that alters the timing or amount of contractual cash flows, and the nature of this contingency is not directly linked to changes in basic lending risks and costs (e.g., whether the debtor meets a specific carbon emission reduction target), such a financial asset can still be classified as solely payments of principal and interest (SPPI) on the principal amount outstanding, provided it meets the following two conditions:
- All possible scenarios (both before and after the occurrence of the contingency) result in contractual cash flows that are solely payments of principal and interest on the principal amount outstanding; and
- The contractual cash flows under all possible scenarios do not differ significantly from the cash flows of a financial instrument with the same contractual terms but without the contingent feature.
(2) Stipulates that financial assets with non-recourse rights refer to the business's ultimate right to collect cash flows, which is contractually limited to cash flows generated by specific assets.
(3) Clarifies that contract-linked instruments establish multiple layers of securities through a waterfall payment structure to establish the payment priorities of financial asset holders. This creates a concentration of credit risk and results in disproportionate distribution of cash shortfalls from the underlying pool across various levels of securities.
- Amendments to the application guidance on the derecognition of financial liabilities
The amendments stipulate that financial liability shall be derecognized on the settlement date; however, when an entity uses an electronic payment system to settle a financial liability in cash, the liability may be derecognized before the settlement date if the following conditions are met:
- The entity does not have the practical ability to withdraw, stop, or cancel the payment instruction;
- The entity does not have the practical ability to access the cash that will be used for settlement due to the payment instruction; and
-
The settlement risk associated with the electronic payment system is not significant.
-
9 -
The merged company should apply the amendments retroactively but there is no need to restate the comparative periods. The impact of the initial application should be recognized on the date of the initial application. However, if the business chooses to restate without using hindsight, it may choose to restate the comparative period.
As of the approval date of the consolidated financial statements, the merged company is still in the process of evaluating the impact of the amendment on its financial position and financial performance.
(3) The IFRS Accounting Standards issued by the IASB but not yet endorsed and issued into effect by the FSC:
| New/Amendment/Amended Standards and Interpretations | Effective Date Issued by IASB (Note 1) |
|---|---|
| Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture” | To be confirmed |
| IFRS 18 “Presentation and Disclosure in Financial Statements” | January 1, 2027 (Note 2) |
| IFRS 19 “Subsidiaries without Public Accountability: Disclosures” (including the 2025 amendments to IFRS 19) | January 1, 2027 |
Note 1: Unless otherwise stated, the newly issued/amended/revised standards or interpretations are effective for annual reporting periods beginning on or after the respective dates.
Note 2: On September 25, 2025, the FSC announced that IFRS 18 will take effect starting from January 1, 2028. Domestic entities could elect to apply IFRS 18 for an earlier period after the endorsement of IFRS 18 by the FSC.
- Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture”
If the merged company sells or contributes assets to an associate (or joint venture), or if the merged company loses control over a subsidiary but retains significant influence (or joint control) over that subsidiary, and if the aforementioned assets or former subsidiary meet the definition of a “business” under IFRS 3 “Business Combinations,” the merged company shall fully recognize the gains or losses arising from such transactions.
Furthermore, if the merged company sells or contributes assets to an associate (or a joint venture), or if the merged company loses control of a subsidiary in a transaction with an associate (or a joint venture) while retaining significant influence (or joint control) over the subsidiary, and if the aforementioned assets or the former subsidiary do not meet the definition of a “business” under IFRS 3, the merged company shall recognize the resulting gain or loss only to the extent of the unrelated investors’ interests in that associate (or joint venture), i.e., the portion of the gain or loss attributable to the interest of the merged company shall be eliminated.
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- IFRS 18 “Presentation and Disclosure in Financial Statements”
IFRS 18, “Presentation and Disclosure in Financial Statements,” replaces IAS 1, “Presentation of Financial Statements.” Here are the main points regarding the replacement of IAS 1:
- The income statement should classify revenue and expense items into operating, investing, financing, income tax, and discontinued operations categories.
- The income statement should present totals and subtotals, including operating profit or loss, profit or loss before financing and income tax, and profit or loss.
- Guidance for Aggregation and Disaggregation: The merged company should identify and classify assets, liabilities, equity, income, expenses, and cash flows based on shared characteristics. This ensures each line item in the primary financial statements shares at least one similar characteristic. Items with dissimilar characteristics should be disaggregated in both the primary financial statements and notes. The label "other" should only be used when no more informative label is available.
- Increased Disclosure of Management-Defined Performance Measures: The merged company communicates its management's view of an aspect of its overall financial performance, it should disclose this in a single note within the financial statements. This note should include a description of the measure, how it is calculated, a reconciliation to the most directly comparable IFRS-specified subtotal or total, and the effects of tax and non-controlling interests on the reconciling items.
In addition to the aforementioned effects, as of the approval date of the consolidated financial statements, the merged company is still in the process of evaluating the other impacts of each amendment to standards and interpretations on its financial position and financial performance. The relevant impacts will be disclosed upon completion of the assessment.
- Summary of Significant Accounting Policies
(1) Statement of Compliance
The accompanying consolidated financial statements have been prepared in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IAS 34, “Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission. The consolidated financial statements do not present all the disclosures required for a complete set of annual consolidated financial statements prepared under the IFRS Accounting Standards endorsed and issued into effect by the Financial Supervisory Commission.
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(2) Basis of Preparation
Except for financial instruments measured at fair value and net defined benefit liabilities recognized at the present value of defined benefit obligations less the fair value of plan assets, these consolidated financial statements have been prepared on the historical cost basis.
The fair value measurements are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and the significance of the inputs to the fair value measurement in its entirety:
- Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date.
- Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
- Level 3 inputs are unobservable inputs for an asset or liability.
(3) The Criteria for Classification of Assets and Liabilities as Current or Non-Current
Current assets include:
- Assets held primarily for trading purposes;
- Assets expected to be realized within twelve months after the balance sheet date; and
- Cash and cash equivalents (excluding those restricted for exchange or settlement of liabilities due after more than 12 months from the balance sheet date).
Current liabilities include:
- Liabilities held primarily for trading purposes;
- Liabilities due for settlement within 12 months after the balance sheet date; and
- Liabilities for which the merged company does not have an unconditional right to defer settlement for at least 12 months after the balance sheet date.
Assets or liabilities that are not classified as current assets or current liabilities are classified as non-current assets or non-current liabilities.
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(4) Merger Basis
This consolidated financial statement includes the financial statements of the Company and entities controlled by the Company (subsidiaries). The financial statements of the subsidiaries have been adjusted to align their accounting policies with those of the merged company. In preparing the consolidated financial statements, all intra-group transactions, account balances, revenues, and expenses have been fully eliminated.
When the change in the ownership interest of a subsidiary does not result in a loss of control for the merged company, it is accounted for as an equity transaction. The carrying amounts of the merged company’s equity and non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiary. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Company.
Details of subsidiaries, shareholding ratios, and business operations are provided in Note 12 and Appendix 2.
(5) Foreign Currency
In preparing the financial statements of each individual entity, transactions in currencies other than the entity’s functional currency (i.e., foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.
At the end of each reporting period, foreign currency monetary items are translated at the closing rate of exchange. Exchange differences arising on the settlement of monetary items or on translating monetary items are recognized in profit or loss in the period in which they arise.
Non-monetary items measured at fair value in foreign currencies are translated using the exchange rates at the date when the fair value was determined. Exchange differences arising on the translation of such items are recognized in profit or loss for the period, except for exchange differences arising on the translation of items whose fair value changes are recognized in other comprehensive income, in which case such exchange differences are recognized in other comprehensive income.
At the cost of historical measurement, foreign currency non-monetary items are translated at the exchange rates prevailing on the transaction dates and are not restated.
When preparing consolidated financial statements, the assets and liabilities of the Company and its foreign operations are translated into New Taiwan Dollars at the exchange rates prevailing at the balance sheet date. Income and expense items are translated at the average exchange rates for the period, and the resulting exchange differences are recognized in other comprehensive income.
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(6) Inventories
Inventories consist of merchandise, finished goods, work in progress, and raw materials. Inventories are measured at the lower of cost and net realizable value. The comparison between cost and net realizable value is conducted on an item-by-item basis, except for items within the same category of inventories. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimated costs necessary to make the sale. The cost of inventories is calculated using the weighted-average method.
(7) Property, Plant and Equipment
Property, plant and equipment are initially recognized at cost and subsequently measured at cost less accumulated depreciation and accumulated impairment losses.
Except for self-owned land, which is not depreciated, property, plant and equipment are depreciated separately over their useful lives on a straight-line basis for each significant portion. The merged company reviews the estimated useful life, residual value and depreciation method at least at the end of each year, and defers the impact of changes in applicable accounting estimates.
When property, plant and equipment are derecognized, the difference between the net disposal proceeds and the carrying amount of the assets is recognized in profit or loss for the current period.
(8) Intangible Assets
- Acquired Separately
Intangible assets with finite useful lives acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment losses. Intangible assets are amortized on a straight-line basis over their estimated useful lives, and the merged company reviews the estimated useful lives, residual values, and amortization methods at the end of each year, and prospectively applies the effects of changes in accounting estimates. Intangible assets with indefinite useful lives are stated at cost less accumulated impairment losses.
- Derecognition
When an intangible asset is derecognized, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss for the current period.
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(9) Impairment of Property, Plant and Equipment, Right-Of-Use Assets and Intangible Assets
The merged company assesses at each balance sheet date whether there is any indication that property, plant and equipment, right-of-use assets, and intangible assets may be impaired. If any indication of impairment exists, the recoverable amount of the asset is estimated. If it is not possible to estimate the recoverable amount of an individual asset, the merged company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
For intangible assets with indefinite useful lives, impairment tests are conducted at least annually and whenever there is an indication of impairment.
The recoverable amount is the higher of fair value less costs to sell and its value in use. When the recoverable amount of an individual asset or cash-generating unit is less than its carrying amount, the carrying amount of that asset or cash-generating unit is reduced to its recoverable amount, and an impairment loss is recognized in profit or loss.
When an impairment loss subsequently reverses, the carrying amount of the asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but the increased carrying amount should not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years, net of amortization or depreciation. A reversal of an impairment loss is recognized in profit or loss.
(10) Financial Instruments
The financial assets and financial liabilities are recognized on the consolidated balance sheet when the merged company becomes a party to the contractual provisions of the instrument.
When originally recognizing financial assets and financial liabilities, if the financial assets or financial liabilities are not measured at fair value through profit or loss, they are measured at fair value plus directly attributable transaction costs incurred in acquiring or issuing the financial assets or financial liabilities. Transaction costs directly attributable to the acquisition or issuance of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.
- Financial Assets
The conventional trading of financial assets adopts trade date accounting for recognition and derecognition.
(1) Types of Measurement
The types of financial assets held by the merged company are financial assets measured at fair value through profit or loss, financial assets measured at amortized cost, and investments in equity instruments measured at fair value through other comprehensive income.
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A. Financial Assets Measured at Fair Value Through Profit or Loss
Financial assets measured at fair value through profit or loss include financial assets mandatorily measured at fair value through profit or loss. Financial assets mandatorily measured at fair value through profit or loss include investments in equity instruments not designated as at fair value through other comprehensive income.
Financial assets measured at fair value through profit or loss are measured at fair value, with dividends and interest recognized as other income and interest income, respectively, while remeasurement gains or losses are recognized as other gains and losses. For the determination of fair value, please refer to Note 28.
B. Financial Assets Measured at Amortized Cost
The following sentence is classified as financial assets measured at amortized cost if the merged company’s investments in financial assets meet the following two conditions simultaneously:
a. The financial assets are held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
b. The contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Financial assets measured at amortized cost (including cash and cash equivalents, financial assets measured at amortized cost - current, notes receivable, accounts receivable and other receivables) are measured at amortized cost less any impairment loss after initial recognition, with any foreign exchange gain or loss recognized in profit or loss, using the effective interest method to determine the total carrying amount.
Except for the following two situations, interest income is calculated by applying the effective interest rate to the gross carrying amount of the financial asset:
a. For purchased or originated credit-impaired financial assets, interest income is calculated by applying the credit-adjusted effective interest rate to the amortized cost of the financial asset.
b. For financial assets that were not purchased or originated as credit-impaired, but subsequently became credit-impaired, interest revenue should be calculated by applying the effective interest rate to the amortized cost of the financial assets from the reporting period after the credit impairment occurred.
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Cash equivalents include time deposits and securities sold under repurchase agreements that are highly liquid and can be converted into fixed amounts of cash at any time with minimal risk of value changes within three months from the date of acquisition, and are used to meet short-term cash commitments.
C. Equity Investments Measured at Fair Value Through Other Comprehensive Income
At the time of initial recognition, the merged company may make an irrevocable election to designate investments in equity instruments that are not held for trading and not contingent consideration recognized by an acquirer in a business combination as at fair value through other comprehensive income.
The investments in equity instruments measured at fair value through other comprehensive income are measured at fair value, with subsequent fair value changes presented in other comprehensive income and accumulated in other equity. Upon disposal of the investments, the accumulated gains or losses are directly transferred to retained earnings, not reclassified to profit or loss.
The dividend from investment in equity instruments measured at fair value through other comprehensive income is recognized in profit or loss when the merged company’s right to receive payment is established, unless the dividend clearly represents a recovery of part of the investment cost.
(2) Impairment of Financial Assets
The merged company assesses the impairment loss of financial assets measured at amortized cost (including accounts receivable) based on expected credit losses on each balance sheet date.
Accounts receivable is recognized with an allowance for expected credit losses over the remaining period. For other financial assets, an assessment is made at each reporting date as to whether the credit risk has increased significantly since initial recognition. If credit risk has not increased significantly, an allowance for 12-month expected credit losses is recognized.
The expected credit loss is a weighted average credit loss with the risk of default as the weight. The 12-month expected credit loss represents the expected credit loss arising from possible default events within 12 months after the reporting date of the financial instrument, while the lifetime expected credit loss represents the expected credit losses arising from all possible default events over the expected life of the financial instrument.
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For internal credit risk management purposes, the merged company determines that the following situations represent a default of a financial asset without taking into account any collateral held:
A. There is internal or external information indicating that it is no longer probable that the debtor will be able to pay its credit obligations in full.
B. Over 180 days past due unless there is reasonable and supportable information to demonstrate that a more lagging default criterion is more appropriate.
With respect to impairment of financial assets, impairment losses on all financial assets are deducted through an allowance account from their carrying amounts, except for investments in equity instruments measured at fair value through other comprehensive income, for which the impairment loss is recognized in other comprehensive income and does not reduce the carrying amount.
(3) Derecognition of Financial Assets
The merged company derecognizes a financial asset only when the contractual rights to the cash flows from the financial asset expire or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another enterprise.
When a financial asset measured at amortized cost is derecognized in its entirety, the difference between the asset's carrying amount and the consideration received is recognized in profit or loss. Upon derecognition of an investment in an equity instrument measured at fair value through other comprehensive income in its entirety, the cumulative gain or loss is directly transferred to retained earnings without reclassification to profit or loss.
- Financial Liabilities
(1) Subsequent Measurement
All financial liabilities are measured at amortized cost using the effective interest method.
(2) Derecognition of Financial Liabilities
The difference between the carrying amount of a financial liability derecognized and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.
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(11) Provisions for Liabilities
The amount recognized as a provision for liabilities is the best estimate of the consideration required to settle the present obligation at the balance sheet date, taking into account the risks and uncertainties surrounding the obligation. Provisions are measured at the present value of the estimated cash flows required to settle the obligation.
The obligation for product warranty to ensure that products comply with agreed-upon specifications is recognized as revenue for the related goods is recognized, based on management’s best estimate of the expenditure required to settle the merged company’s obligation.
(12) Recognition of Revenue
After identifying the performance obligations in customer contracts, the merged company will allocate the transaction price to the various performance obligations and recognize revenue as each performance obligation is satisfied.
- Sales of Goods Revenue
Revenue from the sale of goods is derived from the sale of optical fiber network equipment. Since after fulfilling the transaction terms for optical fiber network equipment products, customers have determined pricing and usage rights for the goods and bear the primary responsibility for resale, as well as the risk of obsolescence, the merged company recognizes revenue and accounts receivable at that point. Advance receipts from product sales are recognized as contract liabilities prior to satisfying the performance obligations under the transaction terms.
During toll processing, the control of ownership over the processed products does not transfer, so revenue is not recognized at the time of toll processing.
- Provision of Services
The services revenue is derived from commodity inspection services revenue, which is recognized when the services are rendered.
(13) Leases
The merged company assesses whether a contract is or contains a lease on the date of establishment of the contract.
- The Merged Company as the Lessor
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.
Under operating leases, lease payments, net of lease incentives received, are recognized as income on a straight-line basis over the respective lease terms.
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The Merged Company as the Lessee
Except for low-value asset leases and short-term leases to which recognition exemptions apply, and for which lease payments are recognized as an expense on a straight-line basis over the lease term, right-of-use assets and lease liabilities are recognized for all other leases at the commencement date of the lease.
The right-of-use assets are initially measured at cost (including the initial measurement amount of the lease liabilities, lease payments made before the lease commencement date less any lease incentives received, initial direct costs, and estimated costs for restoring the underlying asset), and subsequently measured at cost less accumulated depreciation and accumulated impairment losses, with adjustments for any remeasurement of the lease liabilities. Right-of-use assets are presented separately in the consolidated balance sheets.
Right-of-use assets are depreciated on a straight-line basis from the commencement date of the lease to the earlier of the end of the useful life or the end of the lease term.
The lease liability is initially measured at the present value of the lease payments (including fixed payments). If the interest rate implicit in the lease is readily determinable, the lease payments are discounted using that rate. If that rate is not readily determinable, the lessee’s incremental borrowing rate is used.
Subsequently, the lease liabilities are measured at amortized cost using the effective interest method, and interest expenses are allocated over the lease term. The lease liability is presented separately on the consolidated balance sheet.
(14) Defined Benefit Retirement Benefits
The retirement benefit cost for the interim period is calculated on a year-to-date basis using the actuarially determined pension cost rate at the end of the prior year, adjusted for significant market fluctuations since that time and for significant plan amendments, curtailments, or other significant one-time events.
For further details, refer to the summary of significant accounting policies in the 2024 consolidated financial statements.
(15) Income Tax Expense
The income tax expense is the sum of current income tax and deferred income tax. Income tax for the interim period is assessed on an annual basis and calculated by applying to an interim period’s pre-tax income the tax rate that would be applicable to expected total annual earnings.
For further details, refer to the summary of significant accounting policies in the 2024 consolidated financial statements.
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5. Significant Accounting Assumptions and Judgments, and Major Sources of Estimation Uncertainty
In applying accounting policies, management of the merged company is required to make judgments, estimates and assumptions about matters that are inherently uncertain due to a lack of available information from other sources, based on historical experience and other relevant factors. Actual results may differ from these estimates.
When developing significant accounting estimates, the merged company considers the potential impact of U.S. reciprocal tariff measures on cash flow projections, growth rates, discount rates, and profitability, among other significant estimates. The management will continually review the estimates and basic assumptions. If the modification of estimates affects only the current period, it is recognized in the period of modification; if the modification of accounting estimates affects both the current period and future periods, it is recognized in the period of modification and future periods.
Significant Accounting Assumptions and Judgments, and Major Sources of Estimation Uncertainty
Impairment of Inventories
The net realizable value of inventories is estimated based on the estimated selling price in the ordinary course of business, less the estimated costs of completion and the estimated costs necessary to make the sale, which is estimated based on current market conditions and historical sales experience of similar products. Changes in market conditions may have a material impact on the estimation of the net realizable value.
6. Cash and Cash Equivalents
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Cash on hand and working capital | $ 340 | $ 369 | $ 371 |
| Checks and demand deposits | 37,804 | 32,416 | 28,808 |
| Cash equivalents | |||
| Bank time deposits with an original maturity within 3 months | 129,600 | 84,850 | 14,850 |
| Securities sold under repurchase agreements | 124,593 | 154,613 | 80,632 |
| $ 292,337 | $ 272,248 | $ 124,661 |
The market interest rate ranges for bank deposits and securities sold under repurchase agreements on the balance sheet date are as follows:
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Cash in banks | 0.005%~1.60% | 0.005%~1.46% | 0.005%~1.275% |
| Securities sold under repurchase agreements | 1.42%~4.20% | 1.33%~4.75% | 1.33%~5.25% |
- Current Financial Assets Measured at Fair Value Through Profit or Loss
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Domestic Investment | |||
| Domestic listed (OTC) and emerging shares | $ 6,369 | $ 5,099 | $ 7,175 |
| Domestic unlisted shares | 26,074 | 18,365 | 24,553 |
| $ 32,443 | $ 23,464 | $ 31,728 |
The merged company recognized dividend income of $521 thousand for the nine months ended September 30, 2024, which was entirely related to investments still held as of September 30, 2024.
- Current Financial Assets Measured at Fair Value Through Other Comprehensive Income
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Domestic investment | |||
| Domestic listed (OTC) and emerging shares | $ 39,525 | $ 39,218 | $ 39,962 |
| Domestic unlisted shares | 34,009 | 21,820 | 28,858 |
| Subtotal | 73,534 | 61,038 | 68,820 |
| Overseas investment | |||
| Overseas unlisted shares | 19,393 | 19,393 | - |
| $ 92,927 | $ 80,431 | $ 68,820 |
The merged company invests in accordance with its medium- and long-term strategic purposes and expects to make profits through long-term investment. The management of the merged company believes that recognizing short-term fluctuations in fair value of these investments in profit or loss would be inconsistent with the aforementioned long-term investment plans. Therefore, they choose to designate these investments as measured at fair value through other comprehensive income.
The merged company recognized dividend income of $1,045 thousand and $834 thousand during the periods for the nine months ended September 30, 2025, and 2024, respectively, which were entirely related to investments still held as of September 30, 2025 and 2024.
- Current Financial Assets Measured at Amortized Cost
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Time deposits with original maturities over 3 months (1) | $ 392,015 | $ 343,493 | $ 292,643 |
| Pledged time deposit certificates (2) | 16,000 | 16,000 | 16,000 |
| Securities sold under repurchase agreements with maturities over 3 months (3) | - | - | 95,158 |
| $ 408,015 | $ 359,493 | $ 403,801 |
(1) As of September 30, 2025, December 31, 2024 and September 30, 2024, the range of interest rates on time deposits with original maturities over 3 months was 0.95% to 1.78%, 1.10% to 1.745% and 1.35% to 1.745% per annum, respectively.
(2) As of September 30, 2025, December 31, 2024 and September 30, 2024, the interest rate ranges for pledged time deposits were 1.285% to 1.69% per annum. For information on pledged financial assets measured at amortized cost, refer to Note 30.
(3) As of September 30, 2024, the range of interest rates for securities sold under repurchase agreements with maturities over 3 months was 1.35% to 5.50%.
- Notes Receivable, Accounts Receivable and Other Receivables
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Notes receivable | |||
| Arising from operations | $ - | $ 528 | $ - |
| Accounts receivable | |||
| Measured at amortized cost | |||
| Total carrying amount | $ 137,526 | $ 185,576 | $ 144,306 |
| Less: Allowance for loss | ( 2,015 ) | ( 2,078 ) | ( 6,501 ) |
| $ 135,511 | $ 183,498 | $ 137,805 | |
| Other receivables | |||
| Tax refund receivable - business tax | $ 6,409 | $ 3,734 | $ 2,453 |
| Others | 359 | 325 | 1,315 |
| 6,768 | 4,059 | 3,768 | |
| Less: Allowance for loss | - | - | - |
| $ 6,768 | $ 4,059 | $ 3,768 |
Accounts receivable
The merged company's average credit period for sales of goods and finished products ranges from 30 to 60 days. The policy adopted by the merged company is to rate major customers using available financial information and historical transaction records.
To mitigate credit risk, the management of the merged company has assigned a dedicated unit responsible for determining credit limits, approving credit, and other monitoring procedures to ensure appropriate actions have been taken to recover overdue receivables. Additionally, the merged company reviews the recoverable amount of each receivable on the balance sheet date to ensure that appropriate impairment losses have been recognized for uncollectible receivables. When necessary, the merged company also purchases accounts receivable credit insurance to reduce the risk of financial losses arising from delinquencies. Consequently, the management of the merged company believes that its credit risk has been significantly reduced.
The merged company adopts the simplified approach under IFRS 9 to recognize the allowance for credit losses for accounts receivable based on expected credit losses over the duration. Expected credit losses over the duration are calculated using a provision matrix that considers the customer's past default records, current financial position, industry economic situation, and also takes into account GDP forecasts and industry prospects. As the merged company's credit loss experience shows no significant difference in the loss pattern across different customer groups, the provision matrix is not further differentiated by customer groups, but is determined by the expected credit loss rate solely based on the number of days accounts receivable are passed due.
If there is evidence that the counterparty is in severe financial difficulty and the merged company cannot reasonably expect to recover the amount, for example, if the counterparty is undergoing liquidation or the debt is overdue for more than 180 days, the merged company recognizes a $100\%$ allowance for credit losses. However, the merged company continues its pursuit for recovery, and any amount recovered is recognized in profit or loss.
Based on the provision matrix, the merged company measures the allowance for credit losses on accounts receivable as follows:
September 30, 2025
| Not Overdue | 1 to 30 Days Overdue | 31 to 60 Days Overdue | 61 to 90 Days Overdue | 91 to 180 Days Overdue | Overdue for More Than 181 Days | Total | |
|---|---|---|---|---|---|---|---|
| Expected credit losses | 0.02% | 0.11% | 1.09% | 3.12% | 20.17% | 100% | |
| Total carrying amount | $123,509 | $12,039 | $- | $- | $- | $1,978 | $137,526 |
| Allowance for losses (expected credit losses during the duration) | (24) | (13) | - | - | - | (1,978) | (2,015) |
| Amortized cost | $123,485 | $12,026 | $- | $- | $- | $- | $135,511 |
December 31, 2024
| Not Overdue | 1 to 30 Days Overdue | 31 to 60 Days Overdue | 61 to 90 Days Overdue | 91 to 180 Days Overdue | Overdue for More Than 181 Days | Total | |
|---|---|---|---|---|---|---|---|
| Expected credit losses | 0.02% | 0.11% | 1.09% | 3.12% | 20.17% | 100% | |
| Total carrying amount | $168,094 | $10,120 | $5,365 | $19 | $- | $1,978 | $185,576 |
| Allowance for losses (expected credit losses during the duration) | (33) | (11) | (56) | - | - | (1,978) | (2,078) |
| Amortized cost | $168,061 | $10,109 | $5,309 | $19 | $- | $- | $183,498 |
September 30, 2024
| Not Overdue | 1 to 30 Days Overdue | 31 to 60 Days Overdue | 61 to 90 Days Overdue | 91 to 180 Days Overdue | Overdue for More Than 181 Days | Total | |
|---|---|---|---|---|---|---|---|
| Expected credit losses | 0.03% | 0.13% | 1.16% | 3.30% | 21.16% | 100% | |
| Total carrying amount | $103,062 | $18,258 | $87 | $- | $20,921 | $1,978 | $144,306 |
| Allowance for losses (expected credit losses during the duration) | (32) | (24) | (1) | - | (4,466) | (1,978) | (6,501) |
| Amortized cost | $103,030 | $18,234 | $86 | $- | $16,455 | $- | $137,805 |
The changes in allowance for doubtful accounts are as follows:
| Nine Months Ended September 30 | ||
|---|---|---|
| 2025 | 2024 | |
| Balance at the beginning of the period | $ 2,078 | $ 2,172 |
| Add: (Reversal of) provision for impairment losses in the current period | ( 63 ) | 4,329 |
| Balance at the end of the period | $ 2,015 | $ 6,501 |
Compared to the beginning balance, the total carrying amount of accounts receivable decreased by $48,050 thousand and$ 209,400 thousand as of September 30, 2025 and 2024, respectively, and the allowance for losses decreased by $63 thousand and increased by $4,329 thousand, respectively.
Other receivables
The other receivables of the merged company as of September 30, 2025, December 31, 2024 and September 30, 2024, were primarily tax refund receivable. Except for tax refund receivable, the remaining receivables were mainly within 90 days (based on the entry date).
The merged company measures the allowance for doubtful accounts for other receivables based on the probability of collection. After evaluating the probability of collection, it is unlikely that the accounts will be uncollectible, so no allowance for doubtful accounts is required.
11. Inventories
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Merchandise | $ 665 | $ 698 | $ 457 |
| Finished good | 6,946 | 50,908 | 58,222 |
| Work in progress | 69,318 | 16,101 | 28,692 |
| Raw materials | 86,107 | 97,823 | 127,591 |
| $ 163,036 | $ 165,530 | $ 214,962 |
The nature of cost of goods sold is as follows:
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Cost of goods sold | $ 161,913 | $ 121,223 | $ 460,178 | $ 510,173 |
| (Reversal gain) loss for inventory depreciation and slow-moving inventories | ( 18,432 ) | 5,442 | ( 7,582 ) | 4,679 |
| $ 143,481 | $ 126,665 | $ 452,596 | $ 514,852 |
The net realizable value of inventories increased in the nine months ended September 30, 2025 due to inventory destocking. The net realizable value of inventories decreased in the nine months ended September 30, 2024 due to the recognition of inventory valuation losses resulting from an increase in the age of inventories.
12. Subsidiaries
Subsidiaries included in the consolidated financial statements
The entities that shall be included in the consolidated financial statements are as follows:
| Name of Investee | Name of Subsidiaries | Business Nature | Percentage of Shareholding | ||
|---|---|---|---|---|---|
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |||
| Ruby Tech Corporation | GRAND IMPACT TECHNOLOGY LIMITED | Investment in related businesses | 100% | 100% | 100% |
| GRAND IMPACT TECHNOLOGY LIMITED | Ruby Tech (Beijing) Co., Ltd. | Computer peripheral equipment trading business. | 100% | 100% | 100% |
13. Property, Plant and Equipment
| Self-Owned Land | Buildings | Machinery and Equipment | Transportation Equipment | Office Equipment | Lease Improvements | Other Equipment | Equipment Awaiting Inspection (Work in Progress) | Total | |
|---|---|---|---|---|---|---|---|---|---|
| Cost | |||||||||
| Balance as of January 1, 2025 | $ 185,892 | $ 97,331 | $ 36,766 | $ 2,780 | $ 15,239 | $ 974 | $ 37,062 | $ - | $ 376,044 |
| Addition | - | 834 | 1,643 | - | 524 | - | 741 | - | 3,742 |
| Disposal | - | - | ( 10) | - | ( 481) | - | ( 501) | - | ( 992) |
| Net exchange differences | - | ( 1,836) | - | - | ( 52) | - | - | - | ( 1,888) |
| Balance as of September 30, 2025 | $ 185,892 | $ 96,329 | $ 38,399 | $ 2,780 | $ 15,230 | $ 974 | $ 37,302 | $ - | $ 376,906 |
| Accumulated Depreciation | |||||||||
| Balance as of January 1, 2025 | $ - | $ 42,422 | $ 27,010 | $ 1,325 | $ 9,051 | $ 974 | $ 24,197 | $ - | $ 104,979 |
| Depreciation expense | - | 3,023 | 2,433 | 347 | 915 | - | 1,905 | - | 8,623 |
| Disposal | - | - | ( 10) | - | ( 481) | - | ( 501) | - | ( 992) |
| Net exchange differences | - | ( 852) | - | - | ( 47) | - | - | - | ( 899) |
| Balance as of September 30, 2025 | $ - | $ 44,593 | $ 29,433 | $ 1,672 | $ 9,438 | $ 974 | $ 25,601 | $ - | $ 111,711 |
| Net amount as of September 30, 2025 | $ 185,892 | $ 51,736 | $ 8,966 | $ 1,108 | $ 5,792 | $ - | $ 11,701 | $ - | $ 265,195 |
| Net amount as of December 31, 2024 and January 1, 2025 | $ 185,892 | $ 54,909 | $ 9,756 | $ 1,455 | $ 6,188 | $ - | $ 12,865 | $ - | $ 271,065 |
| Cost | |||||||||
| Balance as of January 1, 2024 | $ 185,892 | $ 86,333 | $ 39,654 | $ 5,274 | $ 12,069 | $ 974 | $ 38,880 | $ - | $ 369,076 |
| Addition | - | - | 1,380 | 1,160 | 82 | - | 3,370 | 4,999 | 10,991 |
| Disposal | - | - | - | ( 3,654) | - | - | - | - | ( 3,654) |
| Net exchange differences | - | 1,551 | - | - | 43 | - | - | - | 1,594 |
| Balance as of September 30, 2024 | $ 185,892 | $ 87,884 | $ 41,034 | $ 2,780 | $ 12,194 | $ 974 | $ 42,250 | $ 4,999 | $ 378,007 |
| Accumulated Depreciation | |||||||||
| Balance as of January 1, 2024 | $ - | $ 41,757 | $ 28,879 | $ 4,532 | $ 9,492 | $ 974 | $ 26,342 | $ - | $ 111,976 |
| Depreciation expense | - | 2,110 | 2,495 | 331 | 633 | - | 2,418 | - | 7,987 |
| Disposal | - | - | - | ( 3,654) | - | - | - | - | ( 3,654) |
| Net exchange differences | - | 683 | - | - | 39 | - | - | - | 722 |
| Balance as of September 30, 2024 | $ - | $ 44,550 | $ 31,374 | $ 1,209 | $ 10,164 | $ 974 | $ 28,760 | $ - | $ 117,031 |
| Net amount as of September 30, 2024 | $ 185,892 | $ 43,334 | $ 9,660 | $ 1,571 | $ 2,030 | $ - | $ 13,490 | $ 4,999 | $ 260,976 |
For the nine months ended September 30, 2025 and 2024, as there were no indications of impairment, the merged company did not perform an impairment assessment.
The depreciation expenses are provided on a straight-line basis over the following estimated useful lives:
Buildings
- Plant main buildings 21 - 50 years
- Electromechanical Power Equipment 5 - 8 years
- Engineering systems 3 - 5 years
- Parking Lot 18 years
- Machinery and equipment 3 - 5 years
- Transportation equipment 5 years
- Office Equipment 3 - 8 years
- Lease improvements Over the shorter of the useful life or lease term
- Other Equipment 3 years
14. Lease Agreements
(1) Right-of-use assets
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Carrying amount of right-of-use asset | |||
| Buildings | $ 3,249 | $ 1,457 | $ 2,551 |
| Transportation equipment | 3,056 | 182 | 266 |
| $ 6,305 | $ 1,639 | $ 2,817 | |
| Three Months Ended September 30 | Nine Months Ended September 30 | ||
| --- | --- | --- | --- |
| 2025 | 2024 | 2025 | |
| Additions to right-of-use assets | $ 3,334 | $ - | $ 7,921 |
| Depreciation expense of right-of-use assets | |||
| Buildings | $ 790 | $ 1,094 | $ 2,795 |
| Transportation equipment | 292 | 83 | 460 |
| $ 1,082 | $ 1,177 | $ 3,255 |
In addition to the increases and recognition of depreciation expenses as listed above, the merged company did not experience any significant subleases or impairment of its right-of-use assets for the nine months ended September 30, 2025, and 2024, respectively.
(2) Lease liabilities
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Carrying amount of lease liabilities | |||
| Current | $ 3,393 | $ 1,649 | $ 2,833 |
| Non-current | $ 2,922 | $ - | $ - |
The discount rate range for lease liabilities is as follows:
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Buildings | 1.00%~1.25% | 1.00% | 1.00% |
| Transportation equipment | 1.25% | 0.75% | 0.75% |
The merged company leased several buildings for use as factories, with a lease term of 2 years. At the end of the lease term, the merged company does not have the preferential right to purchase the leased buildings, and it is agreed that without the consent of the lessor, the merged company shall not sublease, transfer, assign or use the leased property in whole or in part by others in any other way.
The merged company also leases transportation equipment for use as official vehicles, with a lease term of 3 years.
(3) Other lease information
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Short-term lease expense | $ - | $ 337 | $ 14 | $ 945 |
| Low-value asset lease expense | $ 24 | $ 24 | $ 70 | $ 69 |
| Total cash outflow from leases | $ 1,120 | $ 1,550 | $ 3,374 | $ 4,581 |
The merged company chose to apply the recognition exemption for short-term leases of buildings and low-value asset leases of certain office equipment, without recognizing the related right-of-use assets and lease liabilities for those leases.
- Other Intangible Assets
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Computer software cost | $ 593 | $ 830 | $ 431 |
| Golf club membership certificate | 2,900 | 2,900 | 2,900 |
| Patents | 1,025 | 1,095 | 1,118 |
| Trademarks | - | - | - |
| $ 4,518 | $ 4,825 | $ 4,449 |
The merged company's golf club memberships are deemed as rights to use, and the management of the merged company believes that the merged company has the intention and ability to continuously extend the useful life, and thus it is an indefinite-lived intangible asset. Regardless of whether there are any impairment indications, an impairment test is performed annually. The entrance fees of $2,200 thousand for the golf club memberships are recorded as refundable deposits.
In addition to the recognition of amortization expenses as listed above, the merged company did not experience any significant additions, disposals, or impairments of its other intangible assets for the nine months ended September 30, 2025, and 2024, respectively.
The amortization expenses are provided on a straight-line basis over the following estimated useful lives:
Computer software costs 1 - 5 years
Patents 10 - 18.58 years
Trademarks 10 years
Summarized amortization expenses by function:
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Operating costs | $ 43 | $ 32 | $ 103 | $ 87 |
| Marketing expenses | 47 | 45 | 126 | 120 |
| Administrative expenses | 116 | 112 | 339 | 327 |
| Research and development expenses | 100 | 179 | 266 | 735 |
| $ 306 | $ 368 | $ 834 | $ 1,269 |
16. Other Assets
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Current | |||
| Current prepayments for investments | $ - | $ - | $ 19,393 |
| Other assets | |||
| Prepayments | $ 6,579 | $ 6,887 | $ 5,863 |
| Provisional payments | 67 | 52 | 12 |
| Others | 234 | 984 | 4,980 |
| $ 6,880 | $ 7,923 | $ 10,855 | |
| Non-current | |||
| Refundable deposits | $ 4,143 | $ 3,632 | $ 3,831 |
| Overdue receivables | 5,675 | 5,675 | 5,675 |
| Less: Allowance for loss | ( 5,675 ) | ( 5,675 ) | ( 5,675 ) |
| $ 4,143 | $ 3,632 | $ 3,831 |
The merged company participated in a cash capital increase of ZENTERA SYSTEMS, INC. in August 2024, with an investment amount of $19,393 thousand (USD 600 thousand). As of September 30, 2024, the capital increase procedure had not yet been completed, so the amount was recorded as a current prepayments for investments. The capital increase procedure was completed in November 2024.
Overdue receivables are collected by the merged company in accordance with legal procedures, and adequate allowances for losses are provided.
17. Notes Payable and Accounts Payable
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Notes payable | |||
| Arising from operations | $ 58,173 | $ 48,901 | $ 29,160 |
| Accounts payable | |||
| Arising from operations | $ 111,397 | $ 47,893 | $ 37,077 |
The average payment terms for accounts payable by the merged company range from 30 to 90 days. The merged company has established financial risk management policies to ensure that all payables are paid within the pre-agreed credit terms.
18. Other Liabilities
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Current | |||
| Other payables | |||
| Salaries and bonus payable | $ 32,746 | $ 37,730 | $ 36,275 |
| Employees’ remuneration payable | 19,062 | 24,733 | 19,652 |
| Leave payment payable | 4,675 | 4,468 | 4,759 |
| Directors’ remuneration payable | 2,691 | 3,825 | 2,713 |
| Others | 15,979 | 25,431 | 17,544 |
| $ 75,153 | $ 96,187 | $ 80,943 | |
| Other liabilities | |||
| Receivables under custody | $ 1,823 | $ 2,347 | $ 2,599 |
| Others | 455 | 1,029 | 482 |
| $ 2,278 | $ 3,376 | $ 3,081 | |
| Non-current | |||
| Guarantee deposits received | $ 199 | $ 208 | $ 209 |
- 31 -
19. Provisions for Liabilities - Current
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Warranty | $ 1,564 | $ 2,193 | $ 2,277 |
| Balance at the beginning of the period | Provision (Reversal) for the current period | Balance at the end of the period | |
| Nine months ended September 30, 2025 | |||
| Product warranty provision | $ 2,193 | ($ 629) | $ 1,564 |
| Nine months ended September 30, 2024 | |||
| Product warranty provision | 1,582 | 695 | 2,277 |
The warranty liability reserve is the present value of the merged company’s management’s best estimate of future economic benefits outflows arising from warranty obligations, based on the terms of the sales contract. This estimate is based on historical warranty experience and adjusted for new materials, process changes, or other events affecting product quality.
20. Retirement Benefit Plans
(1) Defined contribution plans
The pension system applied by the Company under the “Labor Pension Act” is a defined contribution retirement plan administered by the government. The Company contributes 6% of employees’ monthly salaries to individual accounts at the Bureau of Labor Insurance. Employees of the merged company’s subsidiaries in China are members of a retirement benefit plan operated by the Chinese government. The subsidiaries are required to contribute a specified percentage of payroll costs to the retirement benefit plan to fund the plan. The merged company’s obligation for this government-operated retirement benefit plan is limited to contributing a specified amount.
(2) Defined benefit plans
The related retirement benefit expenses recognized for defined benefit plans for the three months and the nine months ended September 30, 2025 and 2024, respectively, were calculated using the retirement benefit cost rates determined by actuarial valuations as of December 31, 2024 and 2023, respectively.
The amounts recognized in profit or loss for defined benefit plans are aggregated by function as follows:
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Operating costs | $ 12 | $ 23 | $ 38 | $ 70 |
| Marketing expenses | 7 | 13 | 21 | 38 |
| Administrative expenses | 3 | 4 | 8 | 14 |
| Research and development expenses | 16 | 35 | 49 | 104 |
| $ 38 | $ 75 | $ 116 | $ 226 |
21. Equity
(1) Capital – common stock
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Authorized shares (in thousands) | 100,000 | 70,000 | 70,000 |
| Authorized capital | $ 1,000,000 | $ 700,000 | $ 700,000 |
| Number of shares issued and fully paid (in thousands) | 57,706 | 57,784 | 57,784 |
| Issued capital | $ 577,058 | $ 577,838 | $ 577,838 |
The par value of each issued ordinary share is $10, with one voting right and the entitlement to receive dividends per share.
The registered share capital reserved for the issuance of employee share option certificates is 3,000 thousand shares.
Pursuant to the resolution adopted by the Board of Directors on May 5, 2025, the Company cancelled 78 thousand shares of treasury stock, with May 22, 2025 designated as the record date for the capital reduction. Upon completion of the capital reduction, the Company’s paid-in capital amounted to NT$577,058 thousand.
The Company, after obtaining approval from the shareholders’ meeting on June 19, 2024, and the resolution of the Board of Directors on July 4, 2024 authorizing the Chairman to proceed, conducted a capital increase by issuing 1,681 thousand new shares for free distribution. The record date for the capital increase was August 24, 2024, and the paid-in capital of the Company after the capital increase amounted to $577,838 thousand.
(2) Capital surplus
The capital surplus arising from paid-in capital in excess of par value of issuance of shares (including the issuance of ordinary shares or treasury share transactions, etc.) and the portion from donated assets may be used to offset deficits; or if the Company has no deficit, the capital surplus may be distributed as cash dividends or capitalized, provided that a certain ratio of paid-in capital shall be set aside as capital reserve each year.
The capital reserve arising from investments accounted for using the equity method, employee share options, and share warrants shall not be used for any purpose.
(3) Retained earnings and dividend policy
According to the Company’s Articles of Incorporation regarding the profit distribution policy, if there is profit after the annual final accounting, taxes shall be paid, accumulated losses shall be covered, and 10% shall be appropriated as legal reserve except when the accumulated legal reserve has reached the Company’s paid-in capital. After appropriating or reversing special reserve as required by laws or the competent authority, the Board of Directors shall propose a profit distribution proposal for the undistributed profits at the beginning of the period and submit it to the shareholders’ meeting for resolution. For the policy on the distribution of employees’ and directors’ remuneration as stipulated in the Articles of Incorporation, please refer to Note 24 (7) Employee and Director Remuneration.
The Company is engaged in the high-tech industry and is currently in the growth stage of its corporate life cycle. In order to maintain a sound financial structure, meet capital expenditure requirements for sustainable development, and protect the interests of investors, the distribution of surplus is comprehensively determined by considering factors such as retained earnings, capital surplus, financial structure, and operating conditions. The company’s dividends are distributed in the form of share dividends and cash dividends, with the distribution ratio determined by the company’s capital, financial structure, and future funding requirements for its plans. Cash dividends shall account for no less than 10%, but the distribution method and ratio may be adjusted by resolution of the general shareholders’ meeting.
An appropriation of earnings to the legal reserve shall be made until the legal reserve equals the company’s paid-in capital. The legal reserve may be used to offset deficits. When the company has no deficit, the portion of legal reserve exceeding 25% of paid-in capital may be distributed in cash or capitalized.
In accordance with Order No. 1090150022 issued by the Financial Supervisory Commission, Order No. 10901500221 issued by the Financial Supervisory Commission, and the “Q&A on the Appropriation and Reversal of Special Reserves after the Adoption of International Financial Reporting Standards (IFRS),” the Company has appropriated and reversed special reserves.
- 33 -
The Company convened the Annual General Shareholders' Meetings on June 10, 2025 and June 19, 2024, respectively, at which the proposals for distribution of surplus earnings for the years 2024 and 2023 were approved as follows:
| 2024 | 2023 | |
|---|---|---|
| Legal reserve | $ 14,319 | $ 25,510 |
| Special reserve | $ 14,229 | $ - |
| Cash dividends | $ 126,953 | $ 168,075 |
| Share dividends | $ - | $ 16,808 |
| Cash dividends per share (NT$) | $ 2.2 | $ 3.0 |
| Share dividends per share (NT$) | $ - | $ 0.3 |
(4) Other equity items
- Exchange differences on translation of foreign financial statements
| Nine Months Ended September 30 | ||
|---|---|---|
| 2025 | 2024 | |
| Balance at the beginning of the period | ($ 1,675) | ($ 2,498) |
| Arising in the period | ||
| Exchange differences arising from the translation of the financial statements of foreign operations | ( 1,095) | 928 |
| Other comprehensive income for the period | ( 1,095) | 928 |
| Balance at the end of the period | ($ 2,770) | ($ 1,570) |
- Unrealized valuation gains and losses on financial assets measured at fair value through other comprehensive income
| Nine Months Ended September 30 | ||
|---|---|---|
| 2025 | 2024 | |
| Balance at the beginning of the period | ($ 12,554) | $ 20,455 |
| Arising in the period | ||
| Unrealized gains (losses) on equity instruments | 12,496 | ( 21,349) |
| Other comprehensive income for the period | 12,496 | ( 21,349) |
| Cumulative gains on disposal of equity instruments transferred to retained earnings | - | ( 3,879) |
| Balance at the end of the period | ($ 58) | ($ 4,773) |
- 35 -
22. Treasury Shares
(1) The reasons for share buyback and the changes in the number of shares are as follows (in thousands of shares):
| Reasons for Buyback | Number of Shares at the Beginning of the Period | Increase for the Period | Decrease for the Period | Number of Shares at the End of the Period |
|---|---|---|---|---|
| Nine months ended September 30, 2025 | ||||
| Transfer of shares to employees | 78 | - | ( 78 ) | - |
| Nine months ended September 30, 2024 | ||||
| Transfer of shares to employees | 78 | - | - | 78 |
(2) The Company's Board of Directors resolved on March 23, 2020 to repurchase 800 thousand shares from March 24, 2020 to May 22, 2020 at a price ranging from $25 to $32 per share, and if the market price fell below the lower limit of the originally determined price range, the repurchase would continue. By the end of the execution period, a total of 78 thousand shares had been repurchased at a total cost of $2,341 thousand. Pursuant to the resolution adopted by the Board of Directors on May 5, 2025, the Company cancelled 78 thousand shares that had not been transferred upon expiration, with May 22, 2025 designated as the record date for the capital reduction.
(3) The Securities and Exchange Act prescribes that the number of shares repurchased by a company shall not exceed 10% of the total number of issued shares, and the total amount of repurchased shares shall not exceed the sum of retained earnings, share premium, and realized capital surplus. As of the date of the Board's resolution, the Company is in compliance with the provisions of the Securities and Exchange Act.
(4) The Company's treasury shares, in accordance with securities trading laws and regulations, shall not be pledged, nor shall they entitle the Company to the distribution of dividends or voting rights.
23. Revenue
(1) Contract balances
| September 30, 2025 | December 31, 2024 | September 30, 2024 | January 1, 2024 | |
|---|---|---|---|---|
| Accounts receivable (Note 10) | $ 135,511 | $ 183,498 | $ 137,805 | $ 351,534 |
| Contract liabilities - current Sales of goods | $ 26,240 | $ 26,431 | $ 21,395 | $ 21,182 |
(2) Unfinished customer contracts
The unfulfilled performance obligations of the merged company have customer contracts whose expected duration does not exceed one year.
24. Net Income from Continuing Operations
(1) Interest income
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Bank deposits and others | $ 2,830 | $ 3,725 | $ 9,087 | $ 8,996 |
(2) Other income
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Dividend income | $ 79 | $ 1,355 | $ 1,045 | $ 1,355 |
| Miscellaneous income | 994 | 843 | 2,620 | 2,237 |
| $ 1,073 | $ 2,198 | $ 3,665 | $ 3,592 |
(3) Other gains and losses
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Gain (loss) on financial assets | ||||
| Financial assets designated as fair value through profit or loss | $ 7,707 | ($ 2,054) | $ 8,467 | ($ 1,893) |
| Gain on disposal of property, plant and equipment | - | - | - | 9 |
| Net foreign exchange (losses) gains | 5,064 | ( 4,842) | ( 13,598) | 14,705 |
| $ 12,771 | ($ 6,896) | ($ 5,131) | $ 12,821 |
(4) Finance costs
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Interest on lease liabilities | $ 18 | $ 9 | $ 35 | $ 34 |
| Others | - | 8 | - | 8 |
| $ 18 | $ 17 | $ 35 | $ 42 |
(5) Depreciation and amortization
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Depreciation expenses summarized by function | ||||
| Operating costs | $ 1,804 | $ 2,100 | $ 5,772 | $ 6,256 |
| Operating expenses | 2,172 | 1,567 | 6,106 | 5,265 |
| $ 3,976 | $ 3,667 | $ 11,878 | $ 11,521 | |
| Amortization expenses summarized by function | ||||
| Operating costs | $ 43 | $ 32 | $ 103 | $ 87 |
| Operating expenses | 263 | 336 | 731 | 1,182 |
| $ 306 | $ 368 | $ 834 | $ 1,269 |
(6) Employee benefit expenses
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Retirement benefits (Note 20) | ||||
| Defined contribution plans | $ 1,382 | $ 1,349 | $ 4,077 | $ 4,091 |
| Defined benefit plans | 38 | 75 | 116 | 226 |
| 1,420 | 1,424 | 4,193 | 4,317 | |
| Other employee benefits | ||||
| Salaries and wages | 41,167 | 33,972 | 111,238 | 113,333 |
| Labor and health insurance expenses | 2,433 | 2,812 | 8,199 | 8,523 |
| Other employee benefits | 1,535 | 1,391 | 4,167 | 4,091 |
| 45,135 | 38,175 | 123,604 | 125,947 | |
| Total employee benefit expenses | $ 46,555 | $ 39,599 | $127,797 | $ 130,264 |
| Summarized by function | ||||
| Operating costs | $ 8,413 | $ 8,599 | $ 25,717 | $ 26,777 |
| Operating expenses | 38,142 | 31,000 | 102,080 | 103,487 |
| $ 46,555 | $ 39,599 | $127,797 | $ 130,264 |
(7) Employees' and directors' remuneration
In accordance with the Articles of Incorporation, the Company shall appropriate employees' remuneration at the rate of 7% to 10% and directors' remuneration at a maximum rate of 2% from the pre-tax net income of the current year before deduction of the remuneration for employees and directors. In accordance with the amendment to the Securities and Exchange Act in August 2024, the Company approved an amendment to its Articles of Incorporation at the 2025 shareholders' meeting, stipulating that no less than 5% of the annual employees' remuneration allocated for the year shall be distributed to grassroots employees.
The estimated employees' remuneration (including remuneration for grassroots employees) and directors' remuneration for the three months and the nine months ended September 30, 2025 and 2024, respectively, are as follows:
Estimated ratio
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Employees' remuneration | 10% | 10% | 10% | 10% |
| Directors' remuneration | 2% | 2% | 2% | 2% |
Amount
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Employees' remuneration | $ 7,380 | $ 1,551 | $ 13,456 | $ 13,566 |
| Directors' remuneration | $ 1,476 | $ 310 | $ 2,691 | $ 2,713 |
The remuneration of employees and directors for 2024 and 2023 was approved by the Board of Directors on March 5, 2025 and February 27, 2024, respectively, as follows:
| 2024 | 2023 | |
|---|---|---|
| Employees' remuneration | $ 19,127 | $ 34,766 |
| Directors' remuneration | $ 3,825 | $ 6,953 |
The consolidated financial statements for the year are subject to change after their issuance date, and any changes will be treated as changes in accounting estimates and adjustments will be made in the following year.
The actual amount of employees' and directors' remuneration distributed in 2024 and 2023 is consistent with the recognized amount in the consolidated financial statements for 2024 and 2023.
- 38 -
Information regarding employees' and directors' remuneration as resolved by the Company's Board of Directors can be found on the Market Observation Post System (MOPS) of the Taiwan Stock Exchange.
(8) Gains (losses) on foreign currency exchange
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Total foreign exchange gains | $ 2,135 | ($ 437) | $ 16,555 | $ 32,859 |
| Total foreign exchange losses | 2,929 | ( 4,405) | ( 30,153) | ( 18,154) |
| Net gains (losses) | $ 5,064 | ($ 4,842) | ($ 13,598) | $ 14,705 |
25. Income Tax
(1) Income taxes recognized in profit or loss
The main components of income tax expense are as follows:
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Current income tax | ||||
| Arising in the period | $ 6,698 | $ 6,688 | $ 20,718 | $ 22,902 |
| Undistributed earnings surtax | - | - | - | 2,236 |
| 6,698 | 6,688 | 20,718 | 25,138 | |
| Deferred tax | ||||
| Arising in the period | 4,698 | ( 2,882 ) | 1,094 | 2,427 |
| Income tax expense recognized in profit or loss | $ 11,396 | $ 3,806 | $ 21,812 | $ 27,565 |
(2) Income tax recognized in other comprehensive income
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Deferred Tax | ||||
| Arising in the period | ||||
| Translation of the financial statements of foreign operations | ($ 145) | ($ 61) | $ 274 | ($ 231) |
| Income tax recognized in other comprehensive income | ($ 145) | ($ 61) | $ 274 | ($ 231) |
(3) Income tax assessments status
The income tax returns of the Company's profit-seeking enterprise through 2022 have been examined and assessed by the Tax Authorities. The discrepancies between the assessed amount and filed amount have been properly adjusted in the respective year.
- Earnings per Share
Units: NT$ per share
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Basic earnings per share | $ 0.92 | $ 0.17 | $ 1.67 | $ 1.59 |
| Diluted earnings per share | $ 0.92 | $ 0.17 | $ 1.66 | $ 1.58 |
When calculating earnings per share, the effect of the share dividends has been retrospectively adjusted, with the ex-rights date being August 24, 2024.
The following presents profit and weighted average numbers of ordinary shares outstanding for calculation of earnings per share:
Net profit for the current period
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Net income used to calculate basic and diluted earnings per share | $ 53,553 | $ 9,844 | $ 96,601 | $ 91,815 |
Number of shares
Unit of shares: Thousands of shares
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| The weighted average number of ordinary shares used to calculate basic earnings per share | 57,706 | 57,706 | 57,706 | 57,706 |
| Effect of potential dilutive ordinary shares: Employees’ remuneration | 290 | 255 | 379 | 356 |
| The weighted average number of ordinary shares used to calculate diluted earnings per share | 57,996 | 57,961 | 58,085 | 58,062 |
If the merged company has the option to issue employees’ remuneration in the form of shares or cash, when calculating diluted earnings per share, it is assumed that employees’ remuneration will be paid in the form of shares, and the potential ordinary shares will be included in the weighted average number of outstanding shares when they have a dilutive effect to calculate the diluted earnings per share. Such dilutive effect of the potential shares should continue to be considered until approval of number of shares to be distributed to employees as remuneration in the following year.
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27. Capital Risk Management
The merged company undertakes capital management to ensure that all entities in the group can continue as a going concern while maximizing returns to stakeholders through the optimal balance of debt and equity.
The capital structure of the merged company consists of its net debt and equity (i.e., share capital, capital surplus, retained earnings, and other equity items).
The merged company is not required to comply with other external capital requirements.
28. Financial Instruments
(1) Fair value information - financial instruments not measured at fair value
The merged company’s management believes that the carrying amounts of financial assets and financial liabilities not measured at fair value approximate their fair values or their fair values cannot be reliably measured.
(2) Fair value information - financial instruments measured at fair value on a recurring basis
- Fair value measurement hierarchy
September 30, 2025
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| Financial assets measured at fair value through profit or loss | ||||
| Domestic listed (OTC) and emerging shares | $ 6,369 | $ - | $ - | $ 6,369 |
| Domestic unlisted shares | - | - | 26,074 | 26,074 |
| $ 6,369 | $ - | $ 26,074 | $ 32,443 | |
| Financial assets measured at fair value through other comprehensive income | ||||
| Equity instrument investment | ||||
| Domestic listed (OTC) and emerging shares | $ 39,525 | $ - | $ - | $ 39,525 |
| Domestic unlisted shares | - | - | 34,009 | 34,009 |
| Overseas unlisted shares | - | - | 19,393 | 19,393 |
| $ 39,525 | $ - | $ 53,402 | $ 92,927 |
December 31, 2024
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| Financial assets measured at fair value through profit or loss | ||||
| Domestic listed (OTC) and emerging shares | $ 5,099 | $ - | $ - | $ 5,099 |
| Domestic unlisted shares | - | - | 18,365 | 18,365 |
| $ 5,099 | $ - | $ 18,365 | $ 23,464 | |
| Financial assets measured at fair value through other comprehensive income | ||||
| Equity instrument investment | ||||
| Domestic listed (OTC) and emerging shares | $ 39,218 | $ - | $ - | $ 39,218 |
| Domestic unlisted shares | - | - | 21,820 | 21,820 |
| Overseas unlisted shares | - | - | 19,393 | 19,393 |
| $ 39,218 | $ - | $ 41,213 | $ 80,431 |
September 30, 2024
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| Financial assets measured at fair value through profit or loss | ||||
| Domestic listed (OTC) and emerging shares | $ 7,175 | $ - | $ - | $ 7,175 |
| Domestic unlisted shares | - | - | 24,553 | 24,553 |
| $ 7,175 | $ - | $ 24,553 | $ 31,728 | |
| Financial assets measured at fair value through other comprehensive income | ||||
| Equity instrument investment | ||||
| Domestic listed (OTC) and emerging shares | $ 39,962 | $ - | $ - | $ 39,962 |
| Domestic unlisted shares | - | - | 28,858 | 28,858 |
| $ 39,962 | $ - | $ 28,858 | $ 68,820 |
There were no transfers between Level 1 and Level 3 fair value measurements in the nine months ended September 30, 2025 and 2024.
-
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-
Valuation techniques and inputs for Level 3 fair value measurements
| Class of financial instruments | Valuation techniques and inputs |
|---|---|
| Domestic unlisted shares | The market approach using comparable companies listed on the Taiwan Stock Exchange or Over-the-Counter market is based on the transaction prices of comparable targets, taking into account the differences between the subject company and the comparable companies, and estimating the value of the subject company using appropriate valuation multiples. |
| Overseas unlisted shares | The market approach using comparable transactions involves referencing the transaction prices of similar or identical assets, considering the implied valuation multiples and relevant transaction information from these prices, to determine the value of the subject company. |
(3) Types of financial instruments
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Financial asset | |||
| Financial assets measured at fair value through profit or loss - designated as at fair value through profit or loss | $ 32,443 | $ 23,464 | $ 31,728 |
| Financial assets measured at amortized cost (Note 1) | 836,222 | 816,092 | 667,582 |
| Financial assets measured at fair value through other comprehensive income - equity instrument investment | 92,927 | 80,431 | 68,820 |
| Financial liabilities | |||
| Measured at amortized cost (Note 2) | 185,549 | 122,225 | 83,781 |
Note1: The balances include cash and cash equivalents, current financial assets measured at amortized cost, notes receivable, accounts receivable and a portion of other receivables that are financial assets measured at amortized cost.
Note2: The balances include notes payable, accounts payable and a portion of other payables that are financial liabilities measured at amortized cost.
(4) Financial risk management objectives and policies
The merged company’s main financial instruments include equity investments, accounts receivable, accounts payable, and lease liabilities. The merged company’s financial management department provides services to the business units, coordinates access to domestic and international financial markets, and supervises and manages the financial risks related to the merged company’s operations through analyzing internal risk reports covering exposures by degree and magnitude of risks. These risks include market risk (including foreign currency risk and interest rate risk), credit risk and liquidity risk.
The merged company has formulated “Procedures for Acquisition or Disposal of Assets” in accordance with the regulations of the competent authority, describing the control procedures for the acquisition, management, and disposal of various assets. If there is a risk assessment and the use of derivative financial instruments is adopted to hedge the exposure in order to mitigate the impact of such risks, the use of derivative financial instruments is governed by policies approved by the board of directors of the merged company, which are written principles for foreign exchange risk, interest rate risk, credit risk, the use of derivative and non-derivative financial instruments, and the investment of remaining liquidity. The internal auditors continuously review compliance with policies and exposure limits. The merged company did not engage in derivative financial instrument transactions in the nine months ended September 30, 2025 and 2024.
- Market risk
The main financial risks undertaken by the merged company due to its operating activities are foreign exchange risk and interest rate risk:
(1) Foreign exchange risk
The merged company engages mainly in sales and purchase transactions denominated in U.S. dollars, which exposes the merged company to foreign exchange risk.
The carrying amounts of the merged company’s foreign currency denominated monetary assets and monetary liabilities (including those eliminated on consolidation) as at the balance sheet date are set out in Note 33.
Sensitivity analysis
The merged company is primarily exposed to fluctuations in the U.S. dollar exchange rate.
The following table provides a detailed sensitivity analysis of the merged company to a 1% appreciation or depreciation of the New Taiwan dollar (the functional currency) against relevant foreign currencies. The sensitivity analysis includes only outstanding foreign currency—denominated monetary items and foreign exchange forward contracts designated as cash flow hedges. These items are retranslated at the end of the year based on a 1% change in foreign exchange rates. A positive amount in the table below indicates a decrease in net income after tax resulting from a 1% appreciation of the New Taiwan dollar against the relevant foreign currency. Conversely, a 1% depreciation of the New Taiwan dollar would have an equal but opposite effect on net income after tax, and the corresponding amounts would be negative.
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Effect of U.S. Dollar Fluctuations on the Functional Currency (NT$)
| Nine Months Ended September 30 | ||
|---|---|---|
| 2025 | 2024 | |
| Profit (loss) (i) | ($ 1,014) | ($ 1,703) |
(i): The profit or loss shown in the table was mainly attributable to the merged company's exposure to outstanding US dollar-denominated receivables and payables that were not designated as cash flow hedges as of the balance sheet date.
(2) Risk of interest rate fluctuations
The merged company mainly uses its own funds to finance its operating activities, and its exposure to interest rate risk is minimal.
The merged company's exposures to market risk of financial instruments and the manner in which it manages and measures such exposures have not changed.
- Credit risk
Credit risk refers to the risk of financial loss to the merged company caused by the counterparty's failure to fulfill contractual obligations. As of the balance sheet date, the maximum credit risk exposure that could cause financial loss to the merged company due to the counterparty's failure to perform its obligations is primarily derived from the carrying amount of financial assets recognized in the consolidated balance sheet.
The merged company does not have significant credit risk exposure to any single counterparty or any group of counterparties with similar characteristics. The concentration of credit risk from counterparties for the merged company did not exceed 10% of total monetary assets in the nine months ended September 30, 2025 and 2024.
The credit risk of the merged company is mainly concentrated on its customers in the Americas and Europe. As of September 30, 2025, December 31, 2024 and September 30, 2024, respectively, European customers accounted for approximately 55.98% ~ 52.85% and 34.82% of total accounts receivable, while American customers accounted for approximately 35.05% ~ 42.96% and 46.05% of total accounts receivable as of September 30, 2025, December 31, 2024 and September 30, 2024, respectively.
- Liquidity risk
The merged company manages and maintains adequate cash and cash equivalents to support operations and mitigate the effects of fluctuations in cash flows. The merged company's working capital is sufficient to support operations, and therefore there is no liquidity risk due to the inability to raise funds to fulfill contractual obligations.
September 30, 2025
| 1 - 3 Months | 3 Months to 1 Year | 1-3 Years | |
|---|---|---|---|
| Non-derivative financial liabilities | |||
| Non-interest bearing liabilities | $ 184,276 | $ 60,447 | $ - |
| Lease liabilities | 844 | 2,549 | 2,922 |
| $ 185,120 | $ 62,996 | $ 2,922 |
Further information on the maturity analysis of lease liabilities is as follows:
| Less Than 1 Year | 1-3 Years | |
|---|---|---|
| Lease liabilities | $ 3,451 | $ 2,947 |
December 31, 2024
| 1 - 3 Months | 3 Months to 1 Year | 1-3 Years | |
|---|---|---|---|
| Non-derivative financial liabilities | |||
| Non-interest bearing liabilities | $ 158,656 | $ 34,325 | $ - |
| Lease liabilities | 1,002 | 647 | - |
| $ 159,658 | $ 34,972 | $ - |
Further information on the maturity analysis of lease liabilities is as follows:
| Less Than 1 Year | 1-3 Years | |
|---|---|---|
| Lease liabilities | $ 1,654 | $ - |
September 30, 2024
| 1 - 3 Months | 3 Months to 1 Year | 1-3 Years | |
|---|---|---|---|
| Non-derivative financial liabilities | |||
| Non-interest bearing liabilities | $ 86,990 | $ 60,190 | $ - |
| Lease liabilities | 1,184 | 1,649 | - |
| $ 88,174 | $ 61,839 | $ - |
Further information on the maturity analysis of lease liabilities is as follows:
| Less Than 1 Year | 1-3 Years | |
|---|---|---|
| Lease liabilities | $ 2,843 | $ - |
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29. Related Party Transactions
The transactions, account balances, revenues, and expenses between the company and its subsidiaries (entities related to the Company) are fully eliminated upon consolidation; therefore, they are not disclosed in these notes. In addition to those disclosed in other notes, transactions between the merged company and other related parties are as follows:
(1) Name of related parties and relationship
| Name of related parties | Relationship with the Company |
|---|---|
| LUNG HWA ELECTRONICS CO., LTD. | Substantive Related Parties |
(2) Operating revenue
| Item | Related Party Categories | Three Months Ended September 30 | Nine Months Ended September 30 | ||
|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | ||
| Sales revenue | Substantive related parties | $ - | $ - | $ 1,730 | $ - |
| Other operating revenue | Substantive related parties | - | - | 543 | 6,199 |
| $ - | $ - | $ 2,273 | $ 6,199 |
The sales prices and collection terms between the merged company and related parties are determined according to conditions agreed upon by both parties, with no significant difference from those with non-related parties.
(3) Remuneration of key management personnel
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Short-term employee benefits | $ 2,149 | $ 2,059 | $ 6,415 | $ 6,040 |
The remuneration of directors and other key management personnel is determined by the Remuneration Committee based on individual performance and market trends.
30. Pledged Assets
The following assets of the merged company have been pledged as collateral for the customs duty-deferral arrangement:
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
|---|---|---|---|
| Pledged time deposits (accounted for as current financial assets measured at amortized cost) | $ 16,000 | $ 16,000 | $ 16,000 |
-
Other Matters: None.
-
Significant Subsequent Events: None.
-
Information on Foreign Currency Assets and Liabilities with Significant Impact
The following information is summarized in currencies other than the functional currencies of the merged company, with the disclosed exchange rates being the rates at which those currencies are translated into the functional currencies. Information on foreign currency assets and liabilities with significant influence:
Unit: Each Foreign Currency /NT$ thousand
September 30, 2025
| Foreign Currency | Exchange Rate | Carrying Amount | |
|---|---|---|---|
| Financial Assets | |||
| Monetary items | |||
| US dollars | $ 6,744 | 30.46 | $ 205,433 |
| Financial Liabilities | |||
| Monetary items | |||
| US dollars | 2,579 | 30.46 | 78,555 |
December 31, 2024
| Foreign Currency | Exchange Rate | Carrying Amount | |
|---|---|---|---|
| Financial Assets | |||
| Monetary items | |||
| US dollars | $ 8,813 | 32.79 | $ 288,969 |
| Financial Liabilities | |||
| Monetary items | |||
| US dollars | 1,191 | 32.79 | 39,068 |
September 30, 2024
| Foreign Currency | Exchange Rate | Carrying Amount | |
|---|---|---|---|
| Financial Assets | |||
| Monetary items | |||
| US dollars | $ 7,506 | 31.66 | $ 237,635 |
| Financial Liabilities | |||
| Monetary items | |||
| US dollars | 783 | 31.66 | 24,780 |
Foreign currency exchange gains (losses) for the merged company are as follows:
| Three Months Ended September 30 | Nine Months Ended September 30 | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Realized | $ 123 | $ 3,950 | ($ 14,623 ) | $ 17,614 |
| Unrealized | 4,934 | ( 8,800 ) | 1,035 | ( 2,926 ) |
| $ 5,057 | ($ 4,850 ) | ($ 13,588 ) | $ 14,688 |
34. Notes on Disclosures
(1) Major transaction matters and
(2) Information related to reinvested enterprises
- Loans to others: None.
- Provision of endorsements and guarantees to others: None.
- Significant marketable securities held at the end of the period (excluding investments in subsidiaries, associates, and interest in joint ventures): Appendix 1.
- Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: None.
- Accounts receivable from related parties reaching $100 million or 20% of paid-in capital or more: None.
- Others: Business relationships between the parent company and its subsidiaries and between each subsidiary, and the circumstances and amounts of any significant transactions between them: None.
- Information on reinvested businesses: Appendix 2.
(3) Information on investments in China
- The name of the invested company in China, its main business items, paid-in capital, investment methods, remittance of funds in and out, shareholding ratio, investment gains and losses, carrying amount of investments at the end of the period, repatriated investment gains and losses, and the investment limit in China: Appendix 3.
- The significant transactions with investee companies in China, either directly or indirectly through a third area, their prices, payment terms, and unrealized gains or losses: None.
(1) The amount and percentage of purchases and the ending balances and percentages of related accounts payable.
(2) The amount and percentage of sales revenue, and the ending balance and percentage of related accounts receivable.
(3) The amount of property transactions and the amount of profits or losses arising therefrom.
(4) The outstanding balance of endorsed or guaranteed notes receivable or provision of collaterals as of the balance sheet date and the purpose thereof.
(5) The highest balance, ending balance, range of interest rates, and total interest amount for the period of financing facilities.
(6) Other transactions that have a material impact on the current profit or loss or financial position, such as the provision or receipt of services.
35. Segment Information
Information provided to the chief operating decision maker for the purpose of resource allocation and assessment of department performance focuses on types of products and services delivered or provided. The reportable segments of the merged company are as follows:
Computer and its peripheral equipment: Department 1.
Computer and its peripheral equipment: Department 2.
(1) Department revenue and operating results
| Nine Months Ended September 30, 2025 | |||
|---|---|---|---|
| Department 1 | Department 2 | Total | |
| Segment revenue | $ 721,253 | $ - | $ 721,253 |
| Adjustments and layoffs | - | - | - |
| Operating revenue | $ 721,253 | $ - | $ 721,253 |
| Net profit (loss) from operations | $ 112,185 | ($ 1,358) | $ 110,827 |
| Other income | 2,294 | 1,371 | 3,665 |
| Other gains and losses | ( 5,071) | - | ( 5,071) |
| Finance costs | ( 35) | - | ( 35) |
| Interest income | 9,040 | 47 | 9,087 |
| Segment profit | 118,413 | 60 | 118,473 |
| Adjustments and layoffs | ( 60) | - | ( 60) |
| Net profit before tax | $ 118,353 | $ 60 | $ 118,413 |
Nine Months Ended September 30, 2024
| Department 1 | Department 2 | Total | |
|---|---|---|---|
| Segment revenue | $ 765,588 | $ - | $ 765,588 |
| Adjustments and layoffs | - | - | - |
| Operating revenue | $ 765,588 | $ - | $ 765,588 |
| Net profit (loss) from operations | $ 95,463 | ( $ 1,450 ) | $ 94,013 |
| Other income | 2,182 | 1,410 | 3,592 |
| Other gains and losses | 12,828 | - | 12,828 |
| Finance costs | ( 42 ) | - | ( 42 ) |
| Interest income | 8,949 | 47 | 8,996 |
| Segment profit | 119,380 | 7 | 119,387 |
| Adjustments and layoffs | ( 7 ) | - | ( 7 ) |
| Net profit before tax | $ 119,373 | $ 7 | $ 119,380 |
Interests of departments refer to the profits earned by each department.
(2) Total assets and liabilities of the segment
| Assets of Segment | |||
|---|---|---|---|
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
| Assets of Department 1 | $ 1,428,781 | $ 1,389,098 | $ 1,309,388 |
| Assets of Department 2 | 28,160 | 30,119 | 29,692 |
| Adjustments and layoffs | ( 27,507 ) | ( 28,817 ) | ( 28,999 ) |
| Total assets | $ 1,429,434 | $ 1,390,400 | $ 1,310,081 |
| Liabilities of Segment | |||
| --- | --- | --- | --- |
| September 30, 2025 | December 31, 2024 | September 30, 2024 | |
| Assets of Department 1 | $ 297,966 | $ 239,332 | $ 199,231 |
| Assets of Department 2 | 674 | 1,323 | 714 |
| Adjustments and layoffs | ( 21 ) | ( 21 ) | ( 21 ) |
| Total liabilities | $ 298,619 | $ 240,634 | $ 199,924 |
All assets and liabilities are directly attributable to each department, and there are no shared assets or liabilities to be allocated.
RUBY TECH CORPORATION AND SUBSIDIARIES
SIGNIFICANT MARKETABLE SECURITIES HELD AT THE END OF THE PERIOD
September 30, 2025
Appendix 1
Unit: Unless otherwise stated, amounts are in NT$ thousand
| Holding Company | Type and Name of Marketable Securities | The Relationship Between the Issuer of Marketable Securities and the Company | Accounts | End of Period | Remarks | |||
|---|---|---|---|---|---|---|---|---|
| Number of Shares/Units | Carrying Amount | Shareholding Ratio | Fair Value (Note 2) | |||||
| Ruby Tech Corporation | Equity Securities | |||||||
| Green Energy Technology Inc. | — | Current financial assets measured at fair value through profit or loss | 212,000 | $ - | 0.05 | $ - | Notes 2 and 4 | |
| Powerchip Investment Holding Corporation | — | Current financial assets measured at fair value through profit or loss | 1,041,707 | 26,074 | 0.08 | 26,074 | Note 2 | |
| DEXIN CORP | — | Current financial assets measured at fair value through profit or loss | 330,023 | 6,369 | 0.72 | 6,369 | Notes 2 and 3 | |
| Powerchip Investment Holding Corporation | — | Current financial assets measured at fair value through other comprehensive income | 1,041,707 | 26,074 | 0.08 | 26,074 | Note 2 | |
| VPowerchip Semiconductor Manufacturing Corp. | — | Current financial assets measured at fair value through other comprehensive income | 250,000 | 6,350 | 0.01 | 6,350 | Notes 2 and 3 | |
| Vactronics Technologies Inc | — | Current financial assets measured at fair value through other comprehensive income | 260,825 | 13,928 | 0.37 | 13,928 | Notes 2 and 3 | |
| TEX-RAY INDUSTRIAL CO., LTD. | — | Current financial assets measured at fair value through other comprehensive income | 500,000 | 3,760 | 0.21 | 3,760 | Notes 2 and 3 | |
| WINSTON MEDICAL SUPPLY CO., LTD. | — | Current financial assets measured at fair value through other comprehensive income | 138,000 | 15,487 | 0.75 | 15,487 | Notes 2 and 3 | |
| Videosoft Global Co., Ltd. | — | Current financial assets measured at fair value through other comprehensive income | 500,000 | 7,935 | 4.50 | 7,935 | Note 2 | |
| Zentera Systems, Inc. | — | Current financial assets measured at fair value through other comprehensive income | 176,470 | 19,393 | 0.62 | 19,393 | Note 2 |
Note 1: The term "securities" as used in this statement refers to shares, bonds, beneficial interest certificates, and securities derived from the aforementioned items that fall within the scope of IFRS 9 "Financial Instruments".
Note 2: For those measured at fair value, the amounts are presented as the balances after fair value adjustments; for those not measured at fair value, the carrying amounts are presented as the amortized cost (net of allowance for losses).
Note 3: Calculated based on the closing prices as of the end of September 2025.
Note 4: Green Energy Technology Inc. has announced the termination of its listing, and the merged company has assessed that the investment has no fair value.
RUBY TECH CORPORATION AND SUBSIDIARIES
NAMES OF INVESTED COMPANIES, LOCATIONS, AND OTHER RELEVANT INFORMATION
Nine Months Ended September 30, 2025
Appendix 2
Unit: Unless otherwise stated, amounts are in NT$ thousand
| Name of Investee | Name of Investee | Place of Operation | Major Business Activity | Original Investment Amount | Held at the End of the Period | Gain (Loss) Income of the Invested Company for the Current Period | Investment (Gains) Losses Recognized for the Period (Note 1) | Remarks | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| At the End of the Last Period | At the End of the Number of Shares | Number of Shares | Percentage (%) | Carrying Amount | |||||||
| Ruby Tech Corporation | GRAND IMPACT TECHNOLOGY LIMITED | British Virgin Islands | Investment in related businesses | $ 58,581 | $ 58,581 | 1,800,000 | 100 | $ 27,486 | $ 60 | $ 60 | Invested companies evaluated using the equity method |
| GRAND IMPACT TECHNOLOGY LIMITED | Ruby Tech (Beijing) Co., Ltd. | Beijing (China) | Computer peripheral equipment trading business. | 53,471 | 53,471 | - | 100 | 27,486 | 60 | 60 | Invested companies evaluated using the equity method |
Note 1: The share of profit or loss of subsidiaries accounted for using the equity method is calculated based on the reviewed financial statements.
Note 2: Please refer to Appendix 3 for information related to the invested companies in China.
Note 3: The related account amounts of the above transactions have been eliminated in the preparation of the consolidated financial statements.
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RUBY TECH CORPORATION AND SUBSIDIARIES
INFORMATION ON INVESTMENT IN CHINA
Nine Months Ended September 30, 2025
Appendix 3
Unit: Unless otherwise stated, amounts are in NT$ thousand
| Name of the Invested Company in China | Major Business Activity | Paid-In Capital | Method of Investments | Accumulated Investment Amount Remitted from Taiwan at the Beginning of the Period | Amount of Investments Exported or Recovered This Period | Accumulated Investment Amount Remitted from Taiwan at the end of the Period (Note 2) | Gain (Loss) Income of the Invested Company for the Current Period | The Direct or Indirect Investment Shareholding Ratio of the Company | Current Recognition Investment (Loss) Gain (Note 3) | Carrying Amount of Investment at end of Period (Note 3) | Cumulative Investment Income Repatriated up to the Current Period | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Exported | Recovered | |||||||||||
| Ruby Tech (Beijing) Co., Ltd. | Computer peripheral equipment trading business. | $ 53,471 | (Note 1) | $ 53,471 | $ - | $ - | $ 53,471 | $ 60 | 100% | $ 60 | $ 27,486 | $ - |
| Accumulated Outward Remittances from Taiwan to China at the End of the Period (Note 2) | Investment Amount Approved by the Investment Commission of the Ministry of Economic Affairs (Note 2) | Limit of Investment in China in Accordance with the Regulations of the Investment Commission of the Ministry of Economic Affairs M.O.E.A. (Note 4) | ||||||||||
| --- | --- | --- | ||||||||||
| $53,471 | ||||||||||||
| (USD1,650,000) | $53,471 | |||||||||||
| (USD1,650,000) | $678,489 |
Note 1: Reinvested in China through Grand Impact Technology Limited.
Note 2: Investments denominated in foreign currencies were recorded using the exchange rates prevailing at the time of the transactions.
Note 3: Recognized based on the financial statements reviewed by the certified public accountants of the parent company in Taiwan.
Note 4: The investment limit is the higher of 60% of net worth or $80 million.
Note 5: The related account amounts of the above transactions have been eliminated in the preparation of the consolidated financial statements