AI assistant
SUNPLUS — Interim / Quarterly Report 2021
Nov 12, 2021
52056_rns_2021-11-12_63d6100b-7109-431e-96a2-70308a2b056e.pdf
Interim / Quarterly Report
Open in viewerOpens in your device viewer
Sunplus Technology Company Limited and Subsidiaries
Consolidated Financial Statements for the Nine Months Ended September 30, 2021 and 2020 and Independent Auditors’ Review Report
INDEPENDENT AUDITORS’ REVIEW REPORT
The Board of Directors and Shareholders Sunplus Technology Company Limited
Introduction
We have reviewed the accompanying consolidated balance sheets of Sunplus Technology Company Limited (the “Company”) and its subsidiaries (collectively, the “Group”) as of September 30, 2021 and 2020, the related consolidated statements of comprehensive income for the three months ended September 30, 2021 and 2020 and for the nine months ended September 30, 2021 and 2020, 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 a summary of significant accounting policies (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
Except as explained in the following paragraph, we conducted our reviews in accordance with Statement of Auditing Standards No. 65 “Review of 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.
Basis for Qualified Conclusion
As disclosed in Note 11 to the consolidated financial statements, the financial statements of some non-significant subsidiaries included in the consolidated financial statements referred to in the first paragraph were not reviewed. As of September 30, 2021 and 2020, the combined total assets of these non-significant subsidiaries were NT$3,639,758 thousand and NT$4,591,366 thousand, respectively, representing 24% and 38%, respectively, of the total assets, and combined total liabilities of these non-significant subsidiaries were NT$136,715 thousand and NT$618,494 thousand, respectively, representing 4% and 25%, respectively, of the total liabilities. For the three months ended September 30, 2021 and 2020, the amounts of combined comprehensive income of these subsidiaries were NT$206,750 thousand and NT$167,619 thousand, respectively, representing 43% and 53%, respectively, of the consolidated total comprehensive income (loss). For the nine months ended September 30, 2021 and 2020, the amounts of combined comprehensive income were NT$475,551 thousand and NT$306,026 thousand, respectively, representing 39% and 113%, respectively, of the consolidated total comprehensive income. As disclosed in Note 12 to the
- 2 -
consolidated financial statements, as of September 30, 2021 and 2020, the investments accounted for using the equity method amounted to NT$942,275 thousand and NT$712,170 thousand, respectively. For the three months ended September 30, 2021 and 2020, the share of profit of associates accounted for using the equity method amounted to NT$17,371 thousand and NT$19,037 thousand, respectively. For the nine months ended September 30, 2021 and 2020, the share of profit of associates accounted for using the equity method amounted to NT$38,979 thousand and NT$19,885 thousand, respectively. These investment amounts disclosed in the consolidated financial statements were based on these associates’ unreviewed financial statements for the same reporting periods as those of the Company.
Qualified Conclusion
Based on our reviews, except for adjustments, if any, as might have been determined to be necessary had the financial statements of the non-significant subsidiaries and investments accounted for using the equity method as described in the preceding paragraph been reviewed, 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 Group as of September 30, 2021 and 2020, its consolidated financial performance for the three months ended September 30, 2021 and 2020, and its consolidated financial performance and its consolidated cash flows for the nine months ended September 30, 2020, 2019 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 Cheng-Chih Lin and Mei-Chen Tsai.
Deloitte & Touche Taipei, Taiwan Republic of China
November 12, 2021
Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to review such consolidated financial statements are those generally applied in the Republic of China.
For the convenience of readers, the independent auditors’ review report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ review report and consolidated financial statements shall prevail.
- 3 -
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In Thousands of New Taiwan Dollars)
| ASSETS CURRENT ASSETS Cash and cash equivalents (Notes 6 and 32) Financial assets at fair value through profit or loss (FVTPL) - current (Notes 7 and 32) Notes receivable and trade receivables, net (Notes 9, 23, 32 and 33) Other receivables (Notes 32 and 33) Inventories (Note 10) Other financial assets - current (Notes 17, 32 and 34) Other current assets (Notes 17 and 33) Total current assets NON-CURRENT ASSETS Financial assets at FVTPL - non-current (Notes 7 and 32) Financial assets at fair value through other comprehensive income (FVTOCI) - non-current (Notes 8 and 32) Investments accounted for using the equity method (Note 12) Property, plant and equipment (Notes 13 and 34) Right-of-use assets (Note 14) Investment properties (Note 15) Intangible assets (Note 16) Deferred tax assets (Notes 4 and 25) Net defined benefit assets - non-current (Notes 4 and 21) Other financial assets - non-current (Notes 17, 32 and 34) Other non-current assets (Note 17) Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Notes 18, 32 and 34) Contract liabilities - current (Note 23) Accounts payable (Notes 19 and 32) Current tax liabilities (Notes 4 and 25) Lease liabilities - current (Note 14) Deferred revenue - current (Notes 20 and 28) Current portion of long-term borrowings (Notes 18, 32 and 34) Other current liabilities (Note 20) Total current liabilities NON-CURRENT LIABILITIES Long-term borrowings (Notes 18, 32 and 34) Lease liabilities - non-current (Note 14) Deferred revenue - non-current (Notes 20 and 28) Net defined benefit liabilities - non-current (Notes 4, 21 and 32) Guarantee deposits (Note 32) Other liabilities (Note 20) Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Notes 22 and 30) Share capital Ordinary shares Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Treasury shares Total equity attributable to owners of the Company NON-CONTROLLING INTERESTS (Notes 11, 22 and 30) Total equity TOTAL |
September 30, 2021 (Reviewed) Amount % $ 4,112,802 28 1,473,464 10 1,329,528 9 54,229 - 1,291,431 9 50,373 - 110,603 1 8,422,430 57 1,520,697 10 256,966 2 942,275 6 1,910,959 13 216,712 2 957,187 6 343,520 2 29,951 - 4,440 - 232,576 2 39,041 - 6,454,324 43 $ 14,876,754 100 $ 188,364 2 22,747 - 611,427 4 179,643 1 12,353 - 1,643 - 100,000 1 1,061,589 7 2,177,766 15 330,000 2 210,647 2 56,165 - 33,414 - 249,972 2 22,938 - 903,136 6 3,080,902 21 5,919,949 40 1,119,365 7 1,745,279 12 261,078 2 804,808 5 2,811,165 19 (272,100) (2) (63,401) - 9,514,978 64 2,280,874 15 11,795,852 79 $ 14,876,754 100 |
December 31, 2020 (Audited) Amount % $ 3,400,482 27 901,857 7 1,204,798 10 57,982 - 861,050 7 240,334 2 111,438 1 6,777,941 54 1,064,261 8 192,528 1 719,696 6 1,971,252 16 229,277 2 1,015,544 8 328,591 3 33,037 - 4,440 - 272,167 2 11,855 - 5,842,648 46 $ 12,620,589 100 $ 314,209 3 26,181 - 450,216 4 155,138 1 12,506 - 46,098 1 25,000 - 795,324 6 1,824,672 15 205,000 2 219,510 2 58,300 - 60,319 - 219,942 2 13,845 - 776,916 6 2,601,588 21 5,919,949 47 500,820 4 1,712,390 13 276,189 2 328,894 3 2,317,473 18 (261,078) (2) (63,401) (1) 8,413,763 66 1,605,238 13 10,019,001 79 $ 12,620,589 100 |
September 30, 2020 (Reviewed) |
|||
|---|---|---|---|---|---|---|
| Amount % $ 3,284,620 27 582,232 5 1,219,582 10 23,956 - 935,227 8 116,400 1 121,301 1 6,283,318 52 1,077,619 9 183,124 2 712,170 6 1,972,524 16 231,797 2 1,008,415 8 321,675 3 30,084 - 1,163 - 266,372 2 13,503 - 5,818,446 48 $ 12,101,764 100 $ 307,485 3 29,591 - 502,294 4 98,730 1 11,753 - 1,850 - - - 718,761 6 1,670,464 14 200,000 2 222,178 2 57,324 - 64,222 - 219,413 2 15,492 - 778,629 6 2,449,093 20 5,919,949 49 496,874 4 1,712,390 14 276,189 3 131,141 1 2,119,720 18 (310,584) (3) (63,401) - 8,162,558 68 1,490,113 12 9,652,671 80 $ 12,101,764 100 |
The accompanying notes are an integral part of the consolidated financial statements.
(With Deloitte & Touche review report dated November 12, 2021)
- 4 -
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)
| NET OPERATING REVENUE (Notes 23 and 33) OPERATING COSTS (Notes 10 and 24) GROSS PROFIT OPERATING EXPENSES (Notes 24 and 33) Selling and marketing expenses General and administrative expenses Research and development expenses Expected credit (gain) loss Total operating expenses OTHER OPERATING INCOME AND EXPENSES PROFIT FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES (Notes 14, 24, 27 and 33) Interest income Other income Other gains and losses Finance costs Share of profit of associates Total non-operating income and expenses PROFIT BEFORE INCOME TAX INCOME TAX EXPENSE (Notes 4 and 25) NET PROFIT FOR THE PERIOD |
For the Three Months Ended September 30 | For the Three Months Ended September 30 | For the Three Months Ended September 30 | **For the Nine Months ** | Ended September 30 | Ended September 30 | ||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||||
| Amount % $ 2,132,253 100 981,690 46 1,150,563 54 97,196 5 172,269 8 571,586 27 - - 841,051 40 90 - 309,602 14 5,802 - 59,961 3 175,788 8 (3,476 ) - 17,371 1 255,446 12 565,048 26 91,437 4 473,611 22 |
Amount % $ 1,992,324 100 1,090,975 55 901,349 45 81,358 4 127,649 6 431,517 22 (69) - 640,455 32 220 - 261,114 13 5,757 - 53,121 3 31,329 2 (3,321 ) - 19,037 1 105,923 6 367,037 19 54,408 3 312,629 16 |
Amount % $ 5,932,491 100 2,859,842 48 3,072,649 52 272,669 4 464,829 8 1,587,259 27 73 - 2,324,830 39 (167) - 747,652 13 18,470 - 155,845 2 524,363 9 (10,788 ) - 38,979 1 726,869 12 1,474,521 25 243,491 4 1,231,030 21 |
Amount % $ 4,536,563 100 2,489,269 55 2,047,294 45 206,352 4 352,728 8 1,174,949 26 (51) - 1,733,978 38 116 - 313,432 7 17,686 - 96,344 2 4,059 - (11,039 ) - 19,885 1 126,935 3 440,367 10 112,439 3 327,928 7 (Continued) |
- 5 -
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)
| OTHER COMPREHENSIVE INCOME (LOSS) (Note 22) Items that will not be reclassified subsequently to profit or loss: Unrealized gain (loss) on investments in equity instruments at FVTOCI Share of the other comprehensive income of associates accounted for using the equity method Items that may be reclassified subsequently to profit or loss: Exchange differences on translation of the financial statements of foreign operations Share of the other comprehensive (loss) income of associates and joint ventures accounted for using the equity method Other comprehensive income (loss) for the period, net of income tax TOTAL COMPREHENSIVE INCOME FOR THE PERIOD NET PROFIT ATTRIBUTABLE TO: Owners of the Company Non-controlling interests TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO: Owners of the Company Non-controlling interests EARNINGS PER SHARE (Note 26) Basic Diluted |
For the Three Months Ended September 30 | For the Three Months Ended September 30 | For the Three Months Ended September 30 | **For the Nine Months ** | Ended September 30 | Ended September 30 | ||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |||||
| Amount % $ 6,632 1 5,424 - (1,731 ) - (404) - 9,921 1 $ 483,532 23 $ 301,815 14 171,796 8 $ 473,611 22 $ 312,250 15 171,282 8 $ 483,532 23 $ 0.51 $ 0.51 |
Amount % $ (25,496 ) (1 ) 2,063 - 23,580 1 2,466 - 2,613 - $ 315,242 16 $ 211,422 11 101,207 5 $ 312,629 16 $ 210,990 11 104,252 5 $ 315,242 16 $ 0.36 $ 0.36 |
Amount % $ 6,547 - 24,304 - (47,448 ) (1 ) (1,342) - (17,939) (1) $ 1,213,091 20 $ 804,786 14 426,244 7 $ 1,231,030 21 $ 792,742 13 420,349 7 $ 1,213,091 20 $ 1.37 $ 1.37 |
Amount % $ (13,041 ) - 248 - (43,346 ) (1 ) (220) - (56,359) (1) $ 271,569 6 $ 132,496 3 195,432 4 $ 327,928 7 $ 79,654 2 191,915 4 $ 271,569 6 $ 0.23 $ 0.23 |
The accompanying notes are an integral part of the consolidated financial statements.
(With Deloitte & Touche review report dated November 12, 2021)
(Concluded)
- 6 -
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (In Thousands of New Taiwan Dollars, Unless Stated Otherwise) (Reviewed, Not Audited)
| BALANCE AT JANUARY 1, 2020 Appropriation of the 2019 earnings Legal reserve Special reserve Changes in capital surplus from investments in associates accounted for using the equity method Issuance of cash dividends from capital surplus Difference between consideration and carrying amount of the subsidiaries during actual disposal or acquisition Changes in percentage of ownership interest in subsidiaries Net profit for the nine months ended September 30, 2020 Other comprehensive loss for the nine months ended September 30, 2020, net of income tax Total comprehensive income (loss) for the nine months ended September 30, 2020 Adjustments to capital surplus due to the distribution of cash dividends to subsidiaries Decrease in non-controlling interests Disposals of investments in equity instruments designated as at FVTOCI BALANCE AT SEPTEMBER 30, 2020 BALANCE AT JANUARY 1, 2021 Appropriation of the 2020 earnings Legal reserve Special reserve Cash dividends distributed by the Company Changes in capital surplus from investments in associates accounted for using the equity method Difference between consideration and carrying amount of the subsidiaries during actual disposal or acquisition Changes in percentage of ownership interest in subsidiaries Net profit for the nine months ended September 30, 2021 Other comprehensive loss for the nine months ended September 30, 2021, net of income tax Total comprehensive (loss) income for the nine months ended September 30, 2021 Adjustments to capital surplus due to the distribution of cash dividends to subsidiaries Increase in non-controlling interests BALANCE AT SEPTEMBER 30, 2021 |
Equity Attributable to Ow | Equity Attributable to Ow | ners of the Company | ners of the Company | Total $ 8,178,533 - - 11,840 (177,598 ) 69,244 (183 ) 132,496 (52,842) 79,654 1,068 - - $ 8,162,558 $ 8,413,763 - - (311,094 ) 36,652 92,473 488,571 804,786 (12,044) 792,742 1,871 - $ 9,514,978 |
Noncontrolling Interests $ 1,394,158 - - - - - - 195,432 (3,517) 191,915 - (95,960 ) - $ 1,490,113 $ 1,605,238 - - - - - (488,571 ) 426,244 (5,895) 420,349 - 743,858 $ 2,280,874 |
Total Equity $ 9,572,691 - - 11,840 (177,598 ) 69,244 (183 ) 327,928 (56,359) 271,569 1,068 (95,960 ) - $ 9,652,671 $ 10,019,001 - - (311,094 ) 36,652 92,473 - 1,231,030 (17,939) 1,213,091 1,871 743,858 $ 11,795,852 |
|||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share Capital Issued a | nd Outstanding Amount $ 5,919,949 - - - - - - - - - - - - $ 5,919,949 $ 5,919,949 - - - - - - - - - - - $ 5,919,949 |
Capital Surplus $ 594,432 - - 11,840 (177,598 ) 67,132 - - - - 1,068 - - $ 496,874 $ 500,820 - - - 36,652 91,451 488,571 - - - 1,871 - $ 1,119,365 |
R | etained Earnings | (Accumulated Deficit) Unappropriated Earnings $ (262,261 ) 229,998 32,263 - - - (183 ) 132,496 - 132,496 - - (1,172) $ 131,141 $ 328,894 (32,889 ) 15,111 (311,094 ) - - - 804,786 - 804,786 - - $ 804,808 |
Other Equity Unrealized (Loss) Exchange Gain from Differences on Investments Translation in Equity of the Financial Instruments Statements of Foreign Operations Measured at FVTOCI Treasury Shares $ (218,780 ) $ (42,246 ) $ (63,401 ) - - - - - - - - - - - - - 2,112 - - - - - - - (41,471) (11,371) - (41,471) (11,371) - - - - - - - - 1,172 - $ (260,251) $ (50,333) $ (63,401) $ (228,023 ) $ (33,055 ) $ (63,401 ) - - - - - - - - - - - - - 1,022 - - - - - - - (44,440) 32,396 - (44,440) 32,396 - - - - - - - $ (272,463) $ 363 $ (63,401) |
||||||
Exchange Differences on Translation of the Financial Statements of Foreign Operations $ (218,780 ) - - - - - - - (41,471) (41,471) - - - $ (260,251) $ (228,023 ) - - - - - - - (44,440) (44,440) - - $ (272,463) |
||||||||||||
| Legal Reserve $ 1,942,388 (229,998 ) - - - - - - - - - - - $ 1,712,390 $ 1,712,390 32,889 - - - - - - - - - - $ 1,745,279 |
Special Reserve $ 308,452 - (32,263 ) - - - - - - - - - - $ 276,189 $ 276,189 - (15,111 ) - - - - - - - - - $ 261,078 |
|||||||||||
| Share (In Thousands) 591,995 - - - - - - - - - - - - 591,995 591,995 - - - - - - - - - - - 591,995 |
The accompanying notes are an integral part of the consolidated financial statements.
(With Deloitte & Touche review report dated November 12, 2021)
- 7 -
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)
| CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Depreciation expense Amortization expense Expected credit loss recognized (reversed) on trade receivables Net gain on the fair value change of financial assets at FVTPL Financial costs Interest income Dividend income Compensation costs of share - based payments Share of profit of associates Loss (gain) on disposal of property, plant and equipment Gain on disposal of subsidiaries Net loss (gain) on foreign currency exchange Unrealized loss on transactions with associates Gain on lease modification Changes in operating assets and liabilities: Increase in notes receivable and trade receivables (Increase) decrease in other receivables Increase in inventories Increase in prepayments for purchases Increase in other current assets (Decrease) increase in contract liabilities Increase in accounts payable (Decrease) increase in deferred revenue Increase in other current liabilities Decrease in defined benefit liabilities Cash generated from operations Interest received Dividends received Interest paid Income tax paid Net cash generated from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase of financial assets at FVTOCI Proceeds from sale of financial assets at FVTOCI Purchase of financial assets at FVTPL Proceeds from the sale of financial assets at FVTPL Acquisition of associates Disposal of subsidiaries Payments for property, plant and equipment Proceeds from the disposal of property, plant and equipment Increase in refundable deposits Decrease in refundable deposits Payments for intangible assets |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ 1,474,521 209,531 97,366 73 (520,899) 10,788 (18,470) (36,633) 53,736 (38,979) 171 - 1,978 1,541 (4) (127,728) (28,659) (430,381) (22,837) (2,207) (3,434) 161,439 (45,866) 235,956 (26,905) 944,098 21,378 84,038 (11,676) (215,900) 821,938 (58,583) - (2,063,602) 1,580,039 (174,000) - (87,327) 182 (5,307) 975 (96,435) |
2020 $ 440,367 223,730 64,262 (51) (563) 11,039 (17,686) (25,553) - (19,885) (108) (7,795) (9,810) 2,541 (8) (386,895) 6,641 (176,016) - (17,992) 4,679 152,218 94 85,765 (36) 328,938 15,397 37,897 (12,186) (67,209) 302,837 (10,004) 2,628 (1,039,171) 1,493,073 (2,500) (866) (168,863) 540 (408) 904 (164,552) (Continued) |
- 8 -
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)
| Payments for investment properties Decrease (increase) in other financial assets Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Repayments of short-term borrowings Proceeds from long-term borrowings Proceeds from guarantee deposits received Refund of guarantee deposits received Repayment of principal portion of lease liabilities Increase in other liabilities Dividends paid to owners of the Company Dividends for non-controlling interests Partial disposal of interests in subsidiaries without a loss of control Increase in non-controlling interests Net cash generated from (used in) financing activities EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES NET INCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ - 237,264 (666,794) (126,830) 200,000 29,721 (7,731) (9,956) 2,156 (309,223) (283,972) 108,953 957,614 560,732 (3,556) 712,320 3,400,482 $ 4,112,802 |
2020 $ (4,391) (127,664) (21,274) (11,436) 200,000 24,470 (12,213) (9,809) 2,066 (176,530) (139,531) 101,014 12,000 (9,969) (7,602) 263,992 3,020,628 $ 3,284,620 |
The accompanying notes are an integral part of the consolidated financial statements.
(With Deloitte & Touche review report dated November 12, 2021)
(Concluded)
- 9 -
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NINE MONTHS ENDED SEPTEMBER 30, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise) (Reviewed, Not Audited)
1. GENERAL INFORMATION
Sunplus Technology Company Limited (“Sunplus” or the “Company”) was established in August 1990. It researches, develops, designs, tests and sells high quality and high value-added consumer integrated circuits (ICs). Its products are based on core technologies in areas such as multimedia audio/video, single-chip microcontrollers and digital signal processors. These technologies are used to develop hundreds of products including various ICs of liquid crystal display, microcontroller, multimedia, voice/music, and application-specific products. Sunplus’ shares have been listed on the Taiwan Stock Exchange since January 2000. Some of its shares have been issued in the form of global depositary receipts (GDRs), which have been listed on the London Stock Exchange since March 2001 (refer to Note 22).
The following is a diagram of the relationship and ownership percentages between Sunplus and its subsidiaries (collectively, the “Group”) as of September 30, 2021.
==> picture [506 x 285] intentionally omitted <==
----- Start of picture text -----
Sunplus Technology
Company
13.69%
1.90%
100% 100% 100% 100% 100% 100% 100% 55% 92.55% 51.79% 34.30% 100% 100% 100%
Award Glory Management Sunplus Ventureplus Sunplus HK Sunplus Venture Lin Shin mMobile Sunplus Technology Jumplux Sunext Innovation Sunplus Generalplus Wei-Young Russell Magic Sky
Consulting
100% 100% 42.08% 5.17% 100%
Sunny Fancy Ventureplus Mauritius 62.50% Generalplus Samoa
Genki Tek 7.64% Sunplus 100%
100% 100% 100% 100% 100% 2.60% mMedia Generalplus Mauritius
Giant Best Worldplus Kingdom Giant Giant Rock Ventureplus Cayman
61.54%
100% 100%
Generalplus Generalplus
100% 100% 35.90% 100% 100% 100% Shenzhen HK
Technology (Shenzhen) Worldplus Sunplus-EHue Tech Co., Ltd. Beijing Sunplus App Technology Co., Ltd. (Shenzhen) Prof-tek Sunplus Shanghai Sunplus Technology SunMedia 89.76%
Co., Ltd. 43.33% 56.67%
100%
Chongqing CQPlus 1 Jsilicon
Technology Co., Technology Co.,
Ltd. Ltd.
----- End of picture text -----
The consolidated financial statements are presented in the Company’s functional currency, the New Taiwan dollar.
- 10 -
2. APPROVAL OF FINANCIAL STATEMENTS
The consolidated financial statements were approved by the Group’s board of directors and authorized for issue on November 12, 2021.
3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS
- a. Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)
The initial application of the IFRSs endorsed and issued into effect by the FSC did not have material impact on the Group’s accounting policies.
- b. The IFRSs endorsed by the FSC for application starting from 2022
| New IFRSs “Annual Improvements to IFRS Standards 2018–2020” Amendments to IFRS 3 “Reference to the Conceptual Framework” Amendments to IAS 16 “Property, Plant and Equipment-Proceeds before Intended Use” Amendments to IAS 37 “Onerous Contracts–Cost of Fulfilling a Contract” |
Effective Date Announced by IASB (Note 1) |
|---|---|
| January 1, 2022 (Note 1) January 1, 2022 (Note 2) January 1, 2022 (Note 3) January 1, 2022 (Note 4) |
-
Note 1: The amendments to IFRS 9 will be are applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.
-
Note 2: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.
-
Note 3: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.
-
Note 4: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.
Except for the above impact, as of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have on the Group’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.
- 11 -
c. New IFRSs in issue but not yet endorsed and issued into effect by the FSC
| New IFRSs Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between An Investor and Its Associate or Joint Venture” IFRS 17 “Insurance Contracts” Amendments to IFRS 17 Amendments to IAS 1 “Classification of Liabilities as Current or Non-current” Amendments to IAS 1 “Disclosure of Accounting Policies” Amendments to IAS 8 “Definition of Accounting Estimates” Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities arising from a Single Transaction” |
Effective Date Announced by IASB (Note 1) |
|---|---|
| To be determined by IASB January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 (Note 2) January 1, 2023 (Note 3) January 1, 2023 (Note 4) |
-
Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.
-
Note 2: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.
-
Note 3: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.
-
Note 4: Except for deferred taxes that will be recognized on January 1, 2022 for temporary differences associated with leases and decommissioning obligations, the amendments will be applied prospectively to transactions that occur on or after January 1, 2022.
-
1) Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture”
The amendments stipulate that, when the Group sells or contributes assets that constitute a business (as defined in IFRS 3) to an associate or joint venture, the gain or loss resulting from the transaction is recognized in full. Also, when the Group loses control of a subsidiary that contains a business but retains significant influence or joint control, the gain or loss resulting from the transaction is recognized in full.
Conversely, when the Group sells or contributes assets that do not constitute a business to an associate or joint venture, the gain or loss resulting from the transaction is recognized only to the extent of the Group’s interest as an unrelated investor in the associate or joint venture, i.e., the Group’s share of the gain or loss is eliminated. Also, when the Group loses control of a subsidiary that does not contain a business but retains significant influence or joint control over an associate or a joint venture, the gain or loss resulting from the transaction is recognized only to the extent of the Group’s interest as an unrelated investor in the associate or joint venture, i.e., the Group’s share of the gain or loss is eliminated.
- 2) Amendments to IAS 1 “Classification of Liabilities as Current or Non-current”
The amendments clarify that for a liability to be classified as non-current, the Group shall assess whether it has the right at the end of the reporting period to defer settlement of the liability for at least twelve months after the reporting period. If such rights are in existence at the end of the reporting period, the liability is classified as non-current regardless of whether the Group will exercise that right. The amendments also clarify that, if the right to defer settlement is subject to
- 12 -
compliance with specified conditions, the Group must comply with those conditions at the end of the reporting period even if the lender does not test compliance until a later date.
The amendments stipulate that, for the purpose of liability classification, the aforementioned settlement refers to a transfer of cash, other economic resources or the Group’s own equity instruments to the counterparty that results in the extinguishment of the liability. However, if the terms of a liability that could, at the option of the counterparty, result in its settlement by a transfer of the Group’s own equity instruments, and if such option is recognized separately as equity in accordance with IAS 32: Financial Instruments: Presentation, the aforementioned terms would not affect the classification of the liability.
- 3) Amendments to IAS 1 “Disclosure of Accounting Policies”
The amendments specify that the Group should refer to the definition of material to determine its material accounting policy information to be disclosed. Accounting policy information is material if it can reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements. The amendments also clarify that:
-
accounting policy information that relates to immaterial transactions, other events or conditions is immaterial and need not be disclosed;
-
the Group may consider the accounting policy information as material because of the nature of the related transactions, other events or conditions, even if the amounts are immaterial; and
-
not all accounting policy information relating to material transactions, other events or conditions is itself material.
The amendments also illustrate that accounting policy information is likely to be considered as material to the financial statements if that information relates to material transactions, other events or conditions and:
-
a) the Group changed its accounting policy during the reporting period and this change resulted in a material change to the information in the financial statements;
-
b) the Group chose the accounting policy from options permitted by the standards;
-
c) the accounting policy was developed in accordance with IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors” in the absence of an IFRS that specifically applies;
-
d) the accounting policy relates to an area for which the Group is required to make significant judgements or assumptions in applying an accounting policy, and the Group discloses those judgements or assumptions; or
-
e) the accounting is complex and users of the financial statements would otherwise not understand those material transactions, other events or conditions.
-
4) Amendments to IAS 8 “Definition of Accounting Estimates”
The amendments define that accounting estimates are monetary amounts in financial statements that are subject to measurement uncertainty. In applying accounting policies, the Group may be required to measure items at monetary amounts that cannot be observed directly and must instead be estimated. In such a case, the Group uses measurement techniques and inputs to develop accounting estimates to achieve the objective. The effects on an accounting estimate of a change in a measurement technique or a change in an input are changes in accounting estimates unless they result from the correction of prior period errors.
- 13 -
Except for the above impact, as of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have on the Group’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- a. Statement of compliance
These interim consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, or other regulations and IAS 34 “Interim Financial Reporting” as endorsed and issued into effect by the FSC. Disclosure information included in these interim consolidated financial statements is less than the disclosure information required in a complete set of annual consolidated financial statements.
- b. Basis of preparation
The consolidated financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value, biological assets excluding bearer plants which are measured at fair value less costs to sell, and net defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets.
The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:
-
1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;
-
2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
-
3) Level 3 inputs are unobservable inputs for an asset or liability.
-
c. Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company (i.e., its subsidiaries, including structured entities).
Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statement of profit or loss and other comprehensive income from the effective dates of acquisitions up to the effective dates of disposals, as appropriate.
When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Company.
All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation. Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.
Changes in the Group’s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the interests of the Group and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are
- 14 -
adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Company.
When the Group loses control of a subsidiary, a gain or loss is recognized in profit or loss and is calculated as the difference between (i) the aggregate of the fair value of the consideration received and any investment retained in the former subsidiary at its fair value at the date when control is lost and (ii) the assets (including any goodwill) and liabilities and any non-controlling interests of the former subsidiary at their carrying amounts at the date when control is lost. The Group accounts for all amounts recognized in other comprehensive income in relation to that subsidiary on the same basis as would be required had the Group directly disposed of the related assets or liabilities.
The fair value of any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on initial recognition of the cost on initial recognition of an investment in an associate.
See Note 11 and Tables 5 and 6 for detailed information on subsidiaries (including percentages of ownership and main businesses).
d. Other significant accounting policies
Except for the following, please refer to the consolidated financial statements for the year ended December 31, 2020.
1) Retirement benefits
Pension cost for an interim period is calculated on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior financial year, adjusted for significant market fluctuations since that time and for significant plan amendments, settlements, or other significant one-off events.
2) Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax. Interim period income taxes are 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.
5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the application of the Group’s accounting policies, management is required to make judgments, estimations, and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.
The Group considers the recent development of the COVID-19 in Taiwan and its economic environment implications when making its critical accounting estimates in cash flow projections, growth rate, discount rate, profitability, etc. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period or in the period of the revisions and future periods if the revisions affect both current and future periods. Refer to the consolidated financial statements with critical accounting judgments and key sources of estimation uncertainty for the year ended December 31, 2020.
- 15 -
6. CASH AND CASH EQUIVALENTS
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Cash on hand | $ | 5,151 |
$ | 5,781 |
$ | 5,997 |
| Checking accounts and demand deposits | 1,061,872 | 1,168,558 | 1,241,468 | |||
| Cash equivalents | ||||||
| Time deposits in banks | 3,045,779 |
2,226,143 |
2,037,155 | |||
| $ | 4,112,802 |
$ | 3,400,482 |
$ | 3,284,620 |
The market rate intervals of cash in bank and bank overdrafts at the end of the reporting period are as follows:
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Bank balances | 0.001%-2.250% | 0.001%-2.025% | 0.01%-2.770% |
7. FINANCIAL ASSETS AND LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Financial assets at FVTPL-current | ||||||
| Financial assets classified as at FVTPL | ||||||
| Non-derivative financial assets | ||||||
| Domestic and foreign investments | ||||||
| Mutual funds | $ | 1,106,356 |
$ | 641,575 | $ | 385,546 |
| Unlisted shares | 126,208 | 204,719 | 60,127 | |||
| Listed shares | 240,900 | 52,743 | 127,984 | |||
| Hybrid financial assets | ||||||
| Domestic and foreign investments | ||||||
| - Listed convertible bonds | - |
2,820 | 8,575 | |||
| $ | 1,473,464 |
$ | 901,857 | $ | 582,232 | |
| Financial liabilities at FVTPL-non-current | ||||||
| Financial assets classified as at FVTPL | ||||||
| Non-derivative financial assets | ||||||
| Domestic and foreign investments | ||||||
| Unlisted shares | $ | 901,260 |
$ | 686,366 | $ | 679,941 |
| Limited partnership | 421,991 | 327,856 | 291,162 | |||
| Listed shares | 43,650 | 35,190 | 33,840 | |||
| Mutual funds | 14,546 | 14,849 | 72,676 | |||
| Hybrid financial assets | ||||||
| Domestic and foreign investments | ||||||
| - Unlisted convertible bonds | 139,250 |
- | - | |||
| $ | 1,520,697 |
$ | 1,064,261 | $ | 1,077,619 |
- 16 -
8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
| September 30, | September 30, | December 31, | December 31, | December 31, | September 30, | September 30, | September 30, | |
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||||
| Non-current | ||||||||
| Domestic and foreign investments | ||||||||
| Unlisted shares | $ | 160,112 |
$ | 99,767 |
$ | 110,312 | ||
| Listed shares | 96,854 |
92,761 | 72,812 | |||||
| $ | 256,966 |
$ | 192,528 | $ | 183,124 | |||
| NOTES RECEIVABLE AND TRADE | RECEIVABLES, NET | |||||||
| September 30, | December 31, | September 30, | ||||||
| 2021 | 2020 | 2020 | ||||||
| Notes receivable | ||||||||
| At amortized cost | ||||||||
| Gross carrying amount | $ | 29 |
$ | - |
$ | - | ||
| Trade receivables | ||||||||
| At amortized cost | ||||||||
| Gross carrying amount | 1,329,538 | 1,204,901 |
1,219,784 | |||||
| Less: Allowance for impairment loss | (39) |
(103) |
(202) | |||||
| 1,329,499 |
1,204,798 |
1,219,582 | ||||||
| $ | 1,329,528 |
$ | 1,204,798 |
$ |
1,219,582 |
9. NOTES RECEIVABLE AND TRADE RECEIVABLES, NET
Trade receivables
The average credit period on sales of goods is 30 to 60 days without interest. The Group’s exposure to credit risk and external credit ratings are continuously monitored. In order to minimize credit risk, the management of the Group has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes the Group’s credit risk was significantly reduced.
The Group applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which permits the use of lifetime expected loss provision for all trade receivables. The expected credit losses on trade receivables are estimated using a provision matrix approach considering the past default experience of the debtor and an analysis of the debtor’s current financial position, the forecast direction of economic conditions at the reporting date. As the Group’s historical credit loss experience does not show significantly different loss patterns for different customer segments, the provision for loss allowance based on past due status is not further distinguished according to the Group’s different customer base.
The Group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. Where recoveries are made, these are recognized in profit or loss.
- 17 -
The Group’s current credit risk grading framework is shown in the following table:
September 30, 2021
| Not Overdue Gross carrying amount $ 1,329,499 Loss allowance (Lifetime ECLs) - Amortized cost $ 1,329,499 December 31, 2020 Not Overdue Gross carrying amount $ 1,204,689 Loss allowance (Lifetime ECLs) - Amortized cost $ 1,204,689 September 30, 2020 Not Overdue Gross carrying amount $ 1,219,394 Loss allowance (Lifetime ECLs) - Amortized cost $ 1,219,394 |
Overdue 1- 60 days $ - - $ - Overdue 1- 60 days $ - - $ - Overdue 1- 60 days $ 47 - $ 47 |
Overdue 61-90 days $ - - $ - Overdue 61-90 days $ - - $ - Overdue 61-90 days $ 133 - $ 133 |
Overdue 91-120 days Overdue 121 days or More $ - $ 39 - (39) $ - $ - Overdue 91-120 days Overdue 121 days or More $ - $ 212 - (103) $ - $ 109 Overdue 91-120 days Overdue 121 days or More $ - $ 210 - (202) $ - $ 8 |
Total $ 1,329,538 (39) $ 1,329,499 Total $ 1,204,901 (103) $ 1,204,798 Total $ 1,219,784 (202) $ 1,219,582 |
|---|---|---|---|---|
Movements of the allowance for impairment loss recognized on notes receivable and trade receivables are as follows:
| Balance at January 1 Add: Net remeasurement of loss allowance Less: Amounts written off Foreign exchange gains and losses Balance at September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ 103 73 (136) (1) $ 39 |
2020 $ 329 (51) (73) (3) $ 202 |
10. INVENTORIES
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Finished goods | $ | 386,749 |
$ | 272,677 |
$ | 271,010 |
| Work in progress | 504,426 | 378,943 |
431,290 | |||
| Raw materials | 400,256 |
209,430 |
232,927 | |||
| $ | 1,291,431 |
$ | 861,050 |
$ |
935,227 |
The cost of inventories recognized as cost of goods sold for the three months ended September 30, 2021 and 2020 and for the nine months ended September 30, 2021 and 2020 were $959,952 thousand, $1,069,663 thousand, $2,795,818 thousand and $2,425,489 thousand, respectively.
- 18 -
The cost of inventories recognized as costs of goods sold for the three months ended and nine months ended September 30, 2021 and 2020 are as follows:
| Inventory write-downs Income from scrap sales |
For the Three Months Ended September 30 2021 2020 $ (4,438) $ (4,041) 22 11 $ (4,416) $ (4,030) |
For the Three Months Ended September 30 2021 2020 $ (4,438) $ (4,041) 22 11 $ (4,416) $ (4,030) |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|---|---|---|
| 2021 $ (4,438) 22 $ (4,416) |
2021 $ (642) 58 $ (584) |
2020 $ (10,053) 37 $ (10,016) |
11. SUBSIDIARIES
- a. Subsidiaries included in the consolidated financial statements
The information of the subsidiaries at the end of reporting period is as follows:
| Name of Investor Name of Investee Main Businesses and Products Sunplus Sunplus Management Consulting Management Ventureplus Group Inc. Investment Sunplus Technology (H.K.) International trade Sunplus Venture Investment Lin Shin Investment Investment Sunplus mMobile Inc. Design of ICs Sunext Technology Co., Ltd. Design of ICs Sunplus Innovation Technology Design of ICs Generalplus Technology (“Generalplus”) Design of ICs Wei-Young Investment Inc. Investment Russell Holdings Limited Investment Magic Sky Limited Investment Sunplus mMedia Inc. Design of ICs Award Glory Investment Jumplux Technology Design of ICs Ventureplus Group Inc. Ventureplus Mauritius Inc. Investment Ventureplus Mauritius Inc. Ventureplus Cayman Inc. Investment Ventureplus Cayman Inc. Sunplus App Technology Sale of electronic components and information management and education Sunplus Prof-tek Technology (Shenzhen) Software development, consumer technological services and rental building and property management. Sunplus Technology (Shanghai) Software development, consumer technological services and rental building SunMedia Technology Software development, consumer technological services and rental building Beijing Sunplus-EHue Tech Co., Ltd. Software development, consumer technological services and rental building Sunplus Technology (Shanghai) Jsilicon Technology Software development and IC design Chongqing CQPlus1 Technology Software development and IC design Sunplus Prof-tek (Shenzhen) Chongqing CQPlus1 Technology Software development and IC design Sunplus Venture Jumplux Technology Design of ICs Sunplus mMedia Design of ICs Sunplus Innovation Technology Design of ICs Genki Tek Technology Software development |
Percentage of Ownership (%) September 30, 2021 December 31, 2020 September 30, 2020 Note 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 92.55 92.55 92.55 - 51.79 58.21 58.21 - 34.30 34.30 34.30 Sunplus and its subsidiaries had a 47.99% stake in Generalplus and the Group had controlling interest over Generalplus Technology, Inc.; the investee is included in the consolidated financial statements. 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 89.76 89.76 89.76 - 100.00 100.00 100.00 - 55.00 55.00 55.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 35.90 51.47 51.47 Sunplus and its subsidiaries had a 97.44% stake in Sunplus App Technology. 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 56.67 56.67 56.67 - 43.33 43.33 43.33 Sunplus and its subsidiaries held 100% equity in Chongqing CQPlus 1 Technology. 42.08 42.08 42.08 Sunplus and its subsidiaries owned 97.08% of the equity in Jumplux Technology. 7.64 7.64 7.64 Sunplus and its subsidiaries had 100% equity in Sunplus mMedia. 5.17 5.64 5.64 Sunplus and its subsidiaries had 58.86% equity in Sunplus Innovation Technology 62.50 62.50 62.50 - (Continued) |
|---|---|
- 19 -
| Name of Investor Name of Investee Main Businesses and Products Lin Shin Generalplus Design of ICs Sunplus mMedia Design of ICs Sunplus Innovation Design of ICs Generalplus Generalplus Samoa Investment Generalplus Samoa Generalplus Mauritius Investment Generalplus Mauritius Generalplus Shenzhen Design of ICs, after sales service and marketing research Generalplus HK Sales Award Glory Sunny Fancy Investment Sunny Fancy Giant Kingdom Investment Giant Rock Investment Worldplus Holdings L.L.C. (Worldplus)Investment Giant Best Ltd. (Giant Best)Investment Giank Rock Sunplus App Technology Sale of electronic components and information management and education Worldplus Worldplus Technology (Shenzhen) Co., Ltd. Software development, rental building and property management. |
Percentage of Ownership (%) September 30, 2021 December 31, 2020 September 30, 2020 Note 13.69 13.69 13.69 Sunplus and its subsidiaries had a 47.99% stake in Generalplus Technology, Inc. and the Group had controlling interest over Generalplus Technology, Inc.; the investee is included in the consolidated financial statements. 2.60 2.60 2.60 Sunplus and its subsidiaries had 100% equity in Sunplus mMedia. 1.90 2.09 2.09 Sunplus and its subsidiaries had 58.86% equity in Sunplus Innovation 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - 100.00 100.00 100.00 - - - - At the end of September 2021, the establishment registration was completed, but capital was not invested yet. 61.54 44.85 44.85 Sunplus and its subsidiaries had a 97.44% stake in Sunplus App. 100.00 100.00 100.00 - (Concluded) |
|---|---|
The financial statements as of and for the nine months ended September 30, 2021 of the above subsidiaries, except those of Generalplus, Sunplus Innovation Technology, Sunplus mMobile Inc., Ventureplus Group Inc., Ventureplus Mauritius Inc., and Ventureplus Cayman Inc., and non-significant subsidiaries Sunplus Technology (Shanghai) and Sunplus Prof-tek Technology (Shenzhen), were not reviewed.
The financial statements as of and for the nine months ended September 30, 2020 of the above subsidiaries, except those of Generalplus, Sunplus mMobile Inc., Ventureplus Group Inc., Ventureplus Mauritius Inc., and Ventureplus Cayman Inc., and non-significant subsidiaries Sunplus Technology (Shanghai) and Sunplus Prof-tek Technology (Shenzhen), were not reviewed.
b. Subsidiaries excluded from the consolidated financial statements
Company name Generalplus Sunplus Innovation Technology |
The Voting Ratio of Non-controlling Equity |
|---|---|
| September 30, 2021 December 31, 2020 September 30, 2020 52.01% 52.01% 52.01% 41.14% 34.06% 34.06% |
Refer to Table 5 for information on country of registration and principal business activities.
| Company name Generalplus Sunplus Innovation Technology |
Profit Attributed to Non-controlling Interests For the Three Months Ended For the Nine Months Ended September 30 September 30 2021 2020 2021 2020 $ 114,804 $ 51,489 $ 256,364 $ 103,114 60,218 49,937 172,720 93,305 |
Non-controlling Interests |
|---|---|---|
| For the Three Months Ended September 30 2021 2020 $ 114,804 $ 51,489 60,218 49,937 |
||
| September 30, December 31, September 30, 2021 2020 2020 $ 1,239,220 $ 1,123,045 $ 1,074,307 1,023,301 462,772 394,952 |
- 20 -
The summarized financial information below represents amounts before intragroup eliminations.
| Current assets Non-current assets Current liabilities Non-current liabilities Equity Equity attributable to: Owners of the Company Non-controlling interests Operating revenue Net income Other comprehensive (loss) gain Total other comprehensive income Equity attributable to: Owners of the Company Non-controlling interests Total other comprehensive income attributable to: Owners of the Company Non-controlling interests |
September 30, 2021 December 31, 2020 September 30, 2020 $ 5,473,007 $ 3,920,778 $ 3,587,810 796,246 825,984 827,359 1,353,970 1,128,870 1,067,557 195,990 198,684 203,407 $ 4,719,293 $ 3,419,208 $ 3,144,205 $ 2,456,772 $ 1,833,391 $ 1,674,946 2,262,521 1,585,817 1,469,259 $ 4,719,293 $ 3,419,208 $ 3,144,205 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 1,566,237 $ 1,443,560 $ 4,455,150 $ 3,312,224 $ 375,935 $ 257,339 $ 978,415 $ 495,856 (485) 4,015 (12,122) (8,590) $ 375,450 $ 261,354 $ 966,293 $ 487,266 $ 200,913 $ 155,913 $ 549,331 $ 299,437 175,022 101,426 429,084 196,419 $ 375,935 $ 257,339 $ 978,415 $ 495,856 $ 200,945 $ 156,887 $ 543,105 $ 294,362 174,505 104,467 423,188 192,904 $ 375,450 $ 261,354 $ 966,293 $ 487,266 |
September 30, 2021 December 31, 2020 September 30, 2020 $ 5,473,007 $ 3,920,778 $ 3,587,810 796,246 825,984 827,359 1,353,970 1,128,870 1,067,557 195,990 198,684 203,407 $ 4,719,293 $ 3,419,208 $ 3,144,205 $ 2,456,772 $ 1,833,391 $ 1,674,946 2,262,521 1,585,817 1,469,259 $ 4,719,293 $ 3,419,208 $ 3,144,205 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 1,566,237 $ 1,443,560 $ 4,455,150 $ 3,312,224 $ 375,935 $ 257,339 $ 978,415 $ 495,856 (485) 4,015 (12,122) (8,590) $ 375,450 $ 261,354 $ 966,293 $ 487,266 $ 200,913 $ 155,913 $ 549,331 $ 299,437 175,022 101,426 429,084 196,419 $ 375,935 $ 257,339 $ 978,415 $ 495,856 $ 200,945 $ 156,887 $ 543,105 $ 294,362 174,505 104,467 423,188 192,904 $ 375,450 $ 261,354 $ 966,293 $ 487,266 |
September 30, 2021 December 31, 2020 September 30, 2020 $ 5,473,007 $ 3,920,778 $ 3,587,810 796,246 825,984 827,359 1,353,970 1,128,870 1,067,557 195,990 198,684 203,407 $ 4,719,293 $ 3,419,208 $ 3,144,205 $ 2,456,772 $ 1,833,391 $ 1,674,946 2,262,521 1,585,817 1,469,259 $ 4,719,293 $ 3,419,208 $ 3,144,205 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 1,566,237 $ 1,443,560 $ 4,455,150 $ 3,312,224 $ 375,935 $ 257,339 $ 978,415 $ 495,856 (485) 4,015 (12,122) (8,590) $ 375,450 $ 261,354 $ 966,293 $ 487,266 $ 200,913 $ 155,913 $ 549,331 $ 299,437 175,022 101,426 429,084 196,419 $ 375,935 $ 257,339 $ 978,415 $ 495,856 $ 200,945 $ 156,887 $ 543,105 $ 294,362 174,505 104,467 423,188 192,904 $ 375,450 $ 261,354 $ 966,293 $ 487,266 |
September 30, 2021 December 31, 2020 September 30, 2020 $ 5,473,007 $ 3,920,778 $ 3,587,810 796,246 825,984 827,359 1,353,970 1,128,870 1,067,557 195,990 198,684 203,407 $ 4,719,293 $ 3,419,208 $ 3,144,205 $ 2,456,772 $ 1,833,391 $ 1,674,946 2,262,521 1,585,817 1,469,259 $ 4,719,293 $ 3,419,208 $ 3,144,205 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 1,566,237 $ 1,443,560 $ 4,455,150 $ 3,312,224 $ 375,935 $ 257,339 $ 978,415 $ 495,856 (485) 4,015 (12,122) (8,590) $ 375,450 $ 261,354 $ 966,293 $ 487,266 $ 200,913 $ 155,913 $ 549,331 $ 299,437 175,022 101,426 429,084 196,419 $ 375,935 $ 257,339 $ 978,415 $ 495,856 $ 200,945 $ 156,887 $ 543,105 $ 294,362 174,505 104,467 423,188 192,904 $ 375,450 $ 261,354 $ 966,293 $ 487,266 |
|
|---|---|---|---|---|---|
| $ | |||||
$ |
|||||
| $ | |||||
| 2021 $ 1,566,237 $ 375,935 (485) $ 375,450 $ 200,913 175,022 $ 375,935 $ 200,945 174,505 $ 375,450 |
2021 $ 4,455,150 $ 978,415 (12,122) $ 966,293 $ 549,331 429,084 $ 978,415 $ 543,105 423,188 $ 966,293 |
2020 $ 3,312,224 $ 495,856 (8,590) $ 487,266 $ 299,437 196,419 $ 495,856 $ 294,362 192,904 $ 487,266 |
- 21 -
| Cash flows Operating activities Investing activities Financing activities Effects of exchange rate changes on the balance of cash held in foreign currencies Net cash inflow (outflow) Dividends paid to non-controlling interests |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ 924,828 (557,710) 288,956 (986) $ 655,088 $ (283,972) |
2020 $ 341,680 (86,887) (291,066) (4,178) $ (40,451) $ (139,531) |
12. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Investments in associates | $ 942,275 |
$ 719,696 |
$ 712,170 |
| Associates | |||
| iCatch Technology | $ 336,634 |
$ 300,118 |
$ 304,264 |
| Global View Co., Ltd. | 336,622 | 346,011 | 332,024 |
| AkiraNET Co., Ltd. | 199,004 | - | - |
| Autosys Co., Ltd. | 68,291 | 71,439 | 73,648 |
| GlintMed Innovation Co., Ltd. | 1,724 |
2,128 |
2,234 |
| $ 942,275 |
$ 719,696 |
$ 712,170 | |
| September 30, | December 31, | September 30, | |
| Name of associate | 2021 | 2020 | 2020 |
| iCatch Technology | 34% | 35% |
35% |
| Global View Co., Ltd. | 13% | 13% | 13% |
| AkiraNET Co., Ltd. | 35% | - | - |
| Autosys Co., Ltd. | 16% | 16% | 16% |
| GlintMed Innovation Co., Ltd. | 25% | 25% | 25% |
Refer to Table 5 following these notes to the consolidated financial statements for information on the associates’ business types, main operating locations and registered countries.
Fair values (Level 1) of investments in associates with available published price quotations are summarized as follows:
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| Name of Associate | 2021 | 2020 | 2020 | |||
| Global View Co., Ltd. | $ | 323,006 |
$ | 317,657 |
$ | 268,692 |
| iCatch Technology | $ | 1,634,504 |
$ | 471,089 |
$ | 415,520 |
- 22 -
Investments in the above jointly controlled entities are accounted for using the equity method.
For the nine months ended September 30, 2021 and 2020, the equity method of investment and the company’s share of profit and loss and other comprehensive profit and loss are calculated based on financial statements that have not been reviewed by accountants.
13. PROPERTY, PLANT AND EQUIPMENT
| Cost Balance at January 1, 2021 Additions Disposals Reclassified Effect of exchange rate changes Balance at September 30, 2021 Accumulated depreciation Balance at January 1, 2021 Additions Disposals Reclassified Effect of exchange rate changes Balance at September 30, 2021 Carrying amount at September 30, 2021 Balance at December 31, 2020 and January 1, 2021 Cost Balance at January 1, 2020 Additions Disposals Reclassified Consolidated change Effect of exchange rate changes Balance at September 30, 2020 Accumulated depreciation Balance at January 1, 2020 Additions Disposals Consolidated change Effect of exchange rate changes Balance at September 30, 2020 Carrying amount at September 30, 2020 |
Buildings $ 2,365,248 - - (39,852 ) (18,760) $ 2,306,636 $ 616,336 39,252 - (27,072 ) (3,095) $ 625,421 $ 1,681,215 $ 1,748,912 $ 2,388,519 440 - - - (1,854) $ 2,337,105 $ 555,243 39,115 - - 4,506 $ 598,864 $ 1,738,241 |
Auxiliary Equipment $ 184,498 808 (420 ) 12,686 858 $ 198,430 $ 150,142 13,910 (403 ) 7,690 (532) $ 170,807 $ 27,623 $ 34,356 $ 187,290 3,340 - - - (4,057) $ 186,573 $ 143,222 13,259 - - (6,168) $ 150,313 $ 36,260 |
Machinery and Equipment $ 21,489 8,440 (3,850 ) - (8,159) $ 17,920 $ 12,612 2,397 (3,850 ) - (4,182) $ 6,977 $ 10,943 $ 8,877 $ 10,428 2,900 - - - (43) $ 13,285 $ 7,229 1,173 - - (42) $ 8,360 $ 4,925 |
Testing Equipment T $ 639,111 62,989 (22,796 ) - 6,076 $ 685,380 $ 547,664 66,561 (22,520 ) - 2,952 $ 594,657 $ 90,723 $ 91,447 $ 517,417 124,845 (345 ) - - (616) $ 641,301 $ 448,652 86,293 (333 ) - (486) $ 534,126 $ 107,175 |
ransportation Equipment $ 4,607 - - - (63) $ 4,544 $ 3,394 339 - - (56) $ 3,677 $ 867 $ 1,213 $ 5,873 341 (1,661 ) - - (41) $ 4,512 $ 4,018 584 (1,383 ) - (32) $ 3,187 $ 1,325 |
Furniture and Fixtures I $ 268,761 34,391 (5,060 ) 1,053 (2,126) $ 297,019 $ 202,794 22,463 (5,000 ) - (1,924) $ 218,333 $ 78,686 $ 65,967 $ 250,019 33,644 (16,751 ) 4,073 (3,031 ) (4,983) $ 262,971 $ 205,424 15,921 (16,609 ) (3,016 ) (840) $ 200,880, $ 62,091 |
Leasehold mprovements $ 3,123 74 - - (1,747) $ 1,450 $ 1,685 315 - - (587) $ 1,413 $ 37 $ 1,438 $ 1,480 490 - - - 1,121 $ 3,091 $ 1,239 334 - - (7) $ 1,566 $ 1,525 |
Other Equipment C $ 24,146 1,362 (356 ) (985 ) (654) $ 23,513 $ 22,260 468 (356 ) - (836) $ 21,536 $ 1,977 $ 1,886 $ 23,847 - (13 ) - - (111) $ 23,723 $ 20,245 890 (13 ) - (92) $ 21,030 $ 2,693 |
onstruction in Progress $ 17,156 1,800 - (68 ) - $ 18,888 $ - - - - - $ - $ 18,888 $ 17,156 $ 19,202 4,304 - (4,073 ) - (1,144) $ 18,289 $ - - - - - $ - $ 18,289 |
Total $ 3,528,139 109,864 (32,482 ) (27,166 ) (24,575) $ 3,553,780 $ 1,556,887 145,705 (32,129 ) (19,382 ) (8,260) $ 1,642,821 $ 1,910,959 $ 1,971,252 $ 3,354,075 170,304 (18,770 ) - (3,031 ) (11,728) $ 3,490,850 $ 1,385,272 157,569 (18,338 ) (3,016 ) (3,161) $ 1,518,326 $ 1,972,524 |
|---|---|---|---|---|---|---|---|---|---|---|
The above items of property, plant and equipment are depreciated on a straight-line basis over their estimated useful lives as follows:
| Buildings | 10-56 years |
|---|---|
| Auxiliary equipment | 3-11 years |
| Machinery and equipment | 3-10 years |
| Testing equipment | 1-6 years |
| Transportation equipment | 4-10 years |
| Furniture and fixtures | 1-6 years |
| Leasehold improvements | 5 years |
| Other equipment | 3-10 years |
Refer to Note 34 for the carrying amounts of property, plant and equipment that have been pledged by the Group to secure borrowings.
- 23 -
14. LEASE ARRANGEMENTS
- a. Right-of-use assets
| Carrying amounts Land Buildings Transportation equipment Additions to right-of-use assets Depreciation charge for right-of-use assets Land Buildings Transportation equipment Income from the subleasing of right-of-use assets (presented in other income) |
September 30, 2021 December 31, 2020 September 30, 2020 $ 199,480 $ 209,100 $ 210,762 16,083 19,730 20,477 1,149 447 558 $ 216,712 $ 229,277 $ 231,797 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 2,549 $ 1,846 $ 1,671 $ 1,715 $ 5,074 $ 5,142 2,008 2,151 6,082 6,611 108 112 330 336 $ 3,787 $ 3,978 $ 11,486 $ 12,089 $ - $ 293 $ - $ 878 |
September 30, 2021 December 31, 2020 September 30, 2020 $ 199,480 $ 209,100 $ 210,762 16,083 19,730 20,477 1,149 447 558 $ 216,712 $ 229,277 $ 231,797 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 2,549 $ 1,846 $ 1,671 $ 1,715 $ 5,074 $ 5,142 2,008 2,151 6,082 6,611 108 112 330 336 $ 3,787 $ 3,978 $ 11,486 $ 12,089 $ - $ 293 $ - $ 878 |
September 30, 2021 December 31, 2020 September 30, 2020 $ 199,480 $ 209,100 $ 210,762 16,083 19,730 20,477 1,149 447 558 $ 216,712 $ 229,277 $ 231,797 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 2,549 $ 1,846 $ 1,671 $ 1,715 $ 5,074 $ 5,142 2,008 2,151 6,082 6,611 108 112 330 336 $ 3,787 $ 3,978 $ 11,486 $ 12,089 $ - $ 293 $ - $ 878 |
September 30, 2021 December 31, 2020 September 30, 2020 $ 199,480 $ 209,100 $ 210,762 16,083 19,730 20,477 1,149 447 558 $ 216,712 $ 229,277 $ 231,797 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 2,549 $ 1,846 $ 1,671 $ 1,715 $ 5,074 $ 5,142 2,008 2,151 6,082 6,611 108 112 330 336 $ 3,787 $ 3,978 $ 11,486 $ 12,089 $ - $ 293 $ - $ 878 |
September 30, 2021 December 31, 2020 September 30, 2020 $ 199,480 $ 209,100 $ 210,762 16,083 19,730 20,477 1,149 447 558 $ 216,712 $ 229,277 $ 231,797 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 $ 2,549 $ 1,846 $ 1,671 $ 1,715 $ 5,074 $ 5,142 2,008 2,151 6,082 6,611 108 112 330 336 $ 3,787 $ 3,978 $ 11,486 $ 12,089 $ - $ 293 $ - $ 878 |
|
|---|---|---|---|---|---|---|
| 2021 $ 1,671 2,008 108 $ 3,787 $ - |
2021 $ 2,549 $ 5,074 6,082 330 $ 11,486 $ - |
2020 $ 1,846 $ 5,142 6,611 336 $ 12,089 $ 878 |
Except for the depreciation expense above, the Group’s right-of-use assets did not experience significant sublease and impairment from January 1 to September 30, 2021 and 2020.
The other part of the land use right in China is because the above-ground buildings are subleased by business lease, the related right-of-use assets are presented as investment properties. As set out in Note 15.
- b. Lease liabilities
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Carrying amounts | ||||||
| Current | $ | 12,353 |
$ | 12,506 |
$ | 11,753 |
| Non-current | $ | 210,647 |
$ | 219,510 |
$ | 222,178 |
- 24 -
Range of discount rates for lease liabilities was as follows:
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Land | 2.390% |
2.390% |
2.39% |
| Buildings | 1.575%-5.000% | 1.575%-5.000% | 1.575%-4.750% |
| Transportation equipment | 1.175% | 1.575% | 1.575% |
- c. Material lease-in activities and terms
The Group leases land and buildings for the use of plants, offices and dormitory, also leases transportation equipment for the use of business travel with lease terms of 2 to 50 years. The lease contract for land located in the ROC and the lease terms is 20 years. The lease agreement specifies that lease payments will be adjusted on the basis of changes in announced land value prices. Lease terms of land in China is 50 years. The Group does not have bargain purchase options to acquire the leasehold land, buildings and transportation equipment at the end of the lease terms.
The Group has no significant new lease contracts from January 1 to September 30, 2021 and 2020. In 2020, due to the severe impact of the COVID-19 on the market economy, The Company negotiated a land lease with the Hsinchu Science Park Administration. The Hsinchu Science Park Administration agreed to unconditionally reduce 20% from January 1 to September 30, 2020. From January 1 to September 30, 2020, the company recognized the impact of the aforementioned rent reductions as $832 thousand (presented in a deduction of expenses of variable lease payments).
- d. Subleases
Sublease of right-of-use assets
The Group subleases its right-of-use assets for dormitory under operating leases with lease terms of 2 years.
The maturity analysis of lease payments receivable under operating subleases was as follows:
| September 30, | September 30, | ||
|---|---|---|---|
| 2020 | |||
| Year | 1 | $ |
1,169 |
| Year | 2 | 292 | |
$ |
1,461 |
e. Other lease information
| Expenses relating to short-term leases Expenses relating to low-value asset leases Total cash outflow for leases |
For the Three Months Ended September 30 2021 2020 $ 2,824 $ 1,098 $ 106 $ 216 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
||
|---|---|---|---|---|---|
| 2021 $ 2,824 $ 106 |
2021 $ 7,899 $ 321 $ 21,302 |
2020 $ 5,741 $ 432 $ 18,598 |
- 25 -
15. INVESTMENT PROPERTIES
| Cost Balance at January 1, 2021 Reclassified Effects of exchange rate changes Balance at September 30, 2021 Accumulated depreciation Balance at January 1, 2021 Depreciation expense Reclassified Effects of exchange rate differences Balance at September 30, 2021 Net Balance at September 30, 2021 Net Balance at December 31, 2020 and January 1, 2021 Cost Balance at January 1, 2020 Additions Effects of exchange rate changes Balance at September 30, 2020 Accumulated depreciation Balance at January 1, 2020 Depreciation expense Effects of exchange rate differences Balance at September 30, 2020 Net Balance at September 30, 2020 |
Completed Investment Properties $ 1,429,106 27,164 (42,320) $ 1,413,950 $ 509,133 50,527 19,381 (28,096) $ 550,945 $ 863,005 $ 919,973 $ 1,401,007 4,391 (11,372) $ 1,394,026 $ 430,601 52,298 (3,482) $ 479,417 $ 914,609 |
Right-of-use Assets $ 100,521 3,043 (2,714) $ 100,850 $ 4,950 1,813 1,060 (1,155) $ 6,668 $ 94,182 $ 95,571 $ 98,867 - (826) $ 98,041 $ 2,476 1,774 (15) $ 4,235 $ 93,806 |
Total $ 1,529,627 30,207 (45,034) $ 1,514,800 $ 514,083 52,340 20,441 (29,251) $ 557,613 $ 957,187 $ 1,015,544 $ 1,499,874 4,391 (12,198) $ 1,492,067 $ 433,077 54,072 (3,497) $ 483,652 $ 1,008,415 |
|---|---|---|---|
The right-of-use assets in the investment properties are the use right of land signed by the Group and is subleased by operating lease. The lease terms of the investment properties are from 1 to 15 years, with extension option according to the original contract when exercising the renewal right. The lessee does not have the right of first refusal at the end of the lease period.
- 26 -
The maturity analysis of lease payments receivable under operating leases of investment properties as follows:
| September 30, | December 31, | September 30, | ||
|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||
| Year | 1 | $ 211,940 |
$ 197,870 | $ 123,950 |
| Year | 2 | 136,606 |
164,577 |
88,690 |
| Year | 3 | 94,418 |
96,344 |
30,732 |
$ 442,964 |
$ 458,791 |
$ 243,372 |
The above items of investment properties are depreciated on a straight-line basis over their estimated useful lives as follows:
| Completed investment properties | 5-26 years |
|---|---|
| Right-of-use assets | 35-39 years |
The fair value of the investment properties of Worldplus Technology (Shenzhen) Co., Ltd. assessed in 2020 and 2019 has been determined on the basis of valuations carried out on December 31, 2020 and 2019 by Suzhou Fengzheng Renhe Estate Land Assets Appraisal Co., Ltd. and Guanhong Real Estate Appraisers Office, respectively. The valuation was arrived at by reference to the income approach. The significant unobservable inputs used include discount rates; the fair value as appraised is as follows:
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Fair value | $ 45,471 | $ 45,471 | $ 37,900 |
The fair value of investment properties were valued by independent valuators; the Group assessed and determined that the fair values as of December 31, 2020 and 2019 were still valid as of September 30, 2021 and 2020, respectively.
The fair value of the investment properties of SunMedia Technology assessed in 2020 and 2019 has been determined on the basis of valuations carried out on December 31, 2020 and 2019 by Sichuan Zongli Real Estate Land Assets Evaluation Co., Ltd. The valuation was arrived at by reference to the income approach. The significant unobservable inputs used include discount rates; the fair value as appraised is as follows:
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Fair value | $ 1,192,093 |
$ 1,192,093 |
$ 1,182,963 |
The fair value of investment properties were valued by independent valuators; the Group assessed and determined that the fair values reported as of December 31, 2020 and 2019 were still valid as of September 30, 2021 and 2020, respectively.
The fair value of the investment properties of Sunplus Technology (Shanghai) Co., Ltd. assessed in 2020 and 2019 has been determined on the basis of valuations carried out on December 31, 2020 and 2019 by Suzhou Feng-Zheng Valuation Firm. The valuation was arrived at by reference to the income approach. The significant unobservable inputs used include discount rates; the fair value as appraised is as follows:
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Fair value | $ 2,374,398 |
$ 2,374,398 |
$ 2,295,816 |
- 27 -
The fair value of investment properties were valued by independent valuators; the Group assessed and determined that the fair values reported as of December 31, 2020 and 2019 were still valid as of September 30, 2021 and 2020, respectively.
16. INTANGIBLE ASSETS
| Cost Balance at January 1, 2021 Additions Disposals Effects of exchange rate changes Balance at September 30, 2021 Accumulated amortization Balance at January 1, 2021 Amortization expense Disposal Effects of exchange rate changes Balance at September 30, 2021 Accumulated amortization Balance at January 1 and September 30, 2021 Net balance at September 30, 2021 Net balance at December 31, 2020 and January 1, 2021 Cost Balance at January 1, 2020 Additions Disposals Consolidated change Effects of exchange rate changes Balance at September 30, 2020 Accumulated amortization Balance at January 1, 2020 Amortization expense Disposal Consolidated change Effects of exchange rate changes Balance at September 30, 2020 Accumulated amortization Balance at January 1 and September 30, 2020 Net balance at September 30, 2020 |
Technology License Fees $ 986,612 88,997 - (499) $ 1,075,110 $ 607,530 78,618 - (349) $ 685,799 $ 111,136 $ 278,175 $ 267,946 $ 809,249 191,999 (150 ) - (231) $ 1,000,867 $ 583,858 45,487 (150 ) - (101) $ 629,094 $ 111,136 $ 260,637 |
Software $ 325,261 23,595 (388 ) (502) $ 347,966 $ 304,045 17,415 (388 ) (355) $ 320,717 $ - $ 27,249 $ 21,216 $ 312,600 17,766 (410 ) (5,232 ) (296) $ 324,428 $ 289,553 17,715 (410 ) (3,418 ) (180) $ 303,260 $ - $ 21,168 |
Patents $ 116,498 - - (4) $ 116,494 $ 86,088 1,333 - (4) $ 87,417 $ 21,577 $ 7,500 $ 8,833 $ 114,494 2,000 - - (2) $ 116,492 $ 84,582 1,060 - - (1) $ 85,641 $ 21,577 $ 9,274 |
Goodwill $ 30,596 - - - $ 30,596 $ - - - - $ - $ - $ 30,596 $ 30,596 $ 30,596 - - - - $ 30,596 $ - - - - - $ - $ - $ 30,596 |
Total $ 1,458,967 112,592 (388 ) (1,005) $ 1,570,166 $ 997,663 97,366 (388 ) (708) $ 1,093,933 $ 132,713 $ 343,520 $ 328,591 $ 1,266,939 211,765 (560 ) (5,232 ) (529) $ 1,472,383 $ 957,993 64,262 (560 ) (3,418 ) (282) $ 1,017,995 $ 132,713 $ 321,675 |
|---|---|---|---|---|---|
- 28 -
The above-mentioned intangible assets are amortized on a straight-line basis over their estimated useful lives as follows:
Technology license fees 1-10 years Software 1-10 years Patents 8-18 years
An analysis of amortization by function
Operating costs Selling and marketing expenses General and administrative expenses Research and development expenses |
For the Three Months Ended September 30 2021 2020 $ 1 $ - 52 26 945 851 32,869 25,288 $ 33,867 $ 26,165 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
||
|---|---|---|---|---|---|
| 2021 $ 1 52 945 32,869 $ 33,867 |
2021 $ 1 93 2,848 94,424 $ 97,366 |
2020 $ - 79 2,993 61,190 $ 64,262 |
17. OTHER ASSETS
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Current | ||||||
| Other financial assets | ||||||
| Time deposits (a) | $ | 50,369 |
$ | 82,213 |
$ | - |
| Pledged time deposits (b) | - |
113,920 |
116,400 | |||
| Restricted assets (d) | 4 |
44,201 |
- | |||
| $ | 50,373 |
$ | 240,334 |
$ | 116,400 | |
| Other assets | ||||||
| Prepayments for EDA tools | $ | 37,762 |
$ | 21,141 |
$ | 24,330 |
| Prepaid technical licensing fee | 14,947 |
18,032 |
23,390 | |||
| Others | 57,894 |
72,265 |
73,581 | |||
| $ | 110,603 |
$ | 111,438 |
$ | 121,301 | |
| Non-current | ||||||
| Other financial assets | ||||||
| Time deposits (c) | $ | 219,555 |
$ | 236,358 |
$ | 230,526 |
| Pledged time deposits (b) | 13,021 |
35,809 |
35,846 | |||
| $ | 232,576 |
$ | 272,167 |
$ | 266,372 | |
| (Continued) |
- 29 -
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Other assets | ||||||
| Prepayments for purchases(e) | $ | 22,837 |
$ | - |
$ | - |
| Refundable deposits | 8,404 |
4,055 |
5,703 | |||
| Other | 7,800 |
7,800 |
7,800 | |||
| $ | 39,041 |
$ | 11,855 |
$ | 13,503 |
|
| (Concluded) |
-
a. Generalplus Shenzhen Company, Worldplus Technology (Shenzhen) Company and Beijing Sunplus-EHue Tech Co., Ltd. made certificates deposit of RMB$11,700 thousand at banks on September 30, 2021; Worldplus Technology (Shenzhen) Company, Beijing Sunplus-EHue Tech Co., Ltd., Sunplus Technology (Shanghai) Company and Sunplus Prof-tek (Shenzhen) Company made certificates deposit of RMB$18,783 thousand at banks on December 31, 2020; Generalplus Shenzhen Company made certificates deposit of RMB$8,000 thousand at banks on June 30, 2020. The deposit period of time deposit is 6 months to 1 year, and interest can be charged at a certain interest rate during the deposit period.
-
b. Refer to Note 34 for information on pledged time deposits.
-
c. Sunplus Technology (Shanghai) Company, Worldplus Technology (Shenzhen) Company and Generalplus Shenzhen Company made certificates of deposit of RMB$51,000 thousand, RMB$54,000 thousand and RMB$54,000 thousand at the bank on September 30, 2021, December 31, 2020 and September 30, 2020 respectively. The deposit period of the certificates of deposit is 2 to 3 years and interest can be charged at a certain interest rate during the deposit period.
-
d. Refer to Note 28 for information on restricted assets.
-
e. The amount of prepayments is Generalplus signed a production capacity cooperation agreement with the supplier, and the prepayment paid in accordance with the contract will be offset in 5 years when the production capacity conditions in the contract are met.
18. LOANS
Short-term borrowings
| September | September | 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | |||||
| Secured borrowings | |||||||
| Bank loans | $ | - |
$ | 97,102 |
$ | 99,065 | |
| Unsecured borrowings | |||||||
| Bank loans | 188,364 |
217,017 |
208,420 | ||||
| $ | 188,364 |
$ | 314,209 |
$ | 307,485 |
The effective interest rate intervals for bank loans as of September 30, 2021, December 31, 2020 and September 30, 2020 were 0.650%-1.745%, 0.716%-2.800% and 0.900%-2.800% per annum, respectively.
- 30 -
- Long term borrowings
The borrowings of the Group are as follows:
| Maturity | September 30, | September 30, | December 31, | December 31, | September | September | 30, | ||
|---|---|---|---|---|---|---|---|---|---|
| Date | Significant Covenant | 2021 | 2020 | 2020 | |||||
| Floating rate borrowings | |||||||||
| Unsecured bank borrowings | 2025.08.21 | Repayable quarterly from | $ | 400,000 |
$ | 200,000 |
$ | 200,000 | |
| November 2021 in 16 | |||||||||
| installments | |||||||||
| Unsecured bank borrowings | 2023.10.13 | Repayable semiannually from | 30,000 |
30,000 |
- | ||||
| October 2022 in 3 installments | |||||||||
| Less: Matured within 1 year | (100,000) |
(25,000) |
- | ||||||
| Long-term borrowings | $ |
330,000 |
$ |
205,000 |
$ |
200,000 |
The intervals of effective borrowing rates as of September 30, 2021, December 31, 2020 and September 30, 2020 were 1.220%-1.320%, 1.250%-1.320% and 1.250%, respectively.
19. TRADE PAYABLES
| September 30, | December 31, | September 30, | ||
|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||
| Accounts | payable | |||
| Payables | - operating | $ 611,427 |
$ 450,216 |
$ 502,294 |
The average credit period on purchases of certain goods was 30-60 days. The Group has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.
20. OTHER LIABILITIES
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Current | ||||||
| Other payables | ||||||
| Payables for salaries or bonuses | $ | 564,178 |
$ | 464,201 | $ | 339,673 |
| Payables for compensation of employees and | ||||||
| remuneration of directors | 163,704 | 73,815 | 69,917 | |||
| Refund liabilities (Note 23) | 88,905 | 75,313 | 97,096 | |||
| Payable for royalties | 77,544 | 68,250 | 61,368 | |||
| Labor/health insurance | 31,455 | 27,106 | 24,235 | |||
| Payables for purchases of equipment | 30,542 | 8,005 | 2,123 | |||
| Payables for purchase of intangible assets | 9,074 | 2,883 | 62,715 | |||
| Commission payable | 7,153 | 6,591 | 6,717 | |||
| Payables for labor costs | 6,789 | 7,195 | 5,642 | |||
| Others | 82,245 |
61,965 |
49,275 | |||
| $ | 1,061,589 |
$ | 795,324 |
$ | 718,761 |
(Continued)
- 31 -
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Deferred revenue | ||||||
| Government grants (Note 28) | $ | 1,643 |
$ | 46,098 |
$ | 1,850 |
| Non-current | ||||||
| Other payable | ||||||
| Long-term payable | $ | 8,640 |
$ | 6,484 |
$ | 6,535 |
| Payable for purchase of intangible assets | 8,469 | 1,532 | - | |||
| Payable for purchases of equipment | 4,940 |
4,940 | 8,068 | |||
| Decommissioning liabilities | 889 |
889 |
889 | |||
| $ | 22,938 |
$ | 13,845 |
$ | 15,492 | |
| Deferred revenue | ||||||
| Government grants (Note 28) | $ | 56,165 |
$ | 58,300 |
$ | 57,324 |
| (Concluded) |
21. RETIREMENT BENEFIT PLANS
Employee benefits expense in respect of the Group’s defined benefit retirement plans were $256 thousand, $377 thousand, $883 thousand and $1,166 thousand as of the three months ended September 30, 2021 and 2020 and nine months ended September 30, 2021 and 2020, respectively, and were calculated using the respective annual, actuarially determined pension cost discount rates as of December 31, 2020 and 2019.
22. EQUITY
-
a. Share capital
-
1) Ordinary shares:
| September 30, 2021 Shares authorized (in thousands of shares) 1,200,000 Value of authorized shares $ 12,000,000 Shares issued and fully paid (in thousands of shares) 591,995 Value of issued shares $ 5,919,949 |
December 31, 2020 September 30, 2020 1,200,000 1,200,000 $ 12,000,000 $ 12,000,000 591,995 591,995 $ 5,919,949 $ 5,919,949 |
|---|---|
Fully paid ordinary shares, which have a par value of $10, carry one vote per share and carry a right to dividends.
Of the Group’s authorized shares, 80,000 thousand shares have been reserved for the issuance of subscription warrants, corporate bonds with warrants, or preferred shares with warrants.
- 32 -
2) Global depositary receipts
In March 2001, Sunplus issued 20,000 thousand units of global depositary receipts (GDRs), representing 40,000 thousand ordinary shares that consist of newly issued and originally outstanding shares. The GDRs are listed on the London Stock Exchange (code: SUPD) with an issuance price of US$9.57 per unit. As of September 30, 2021, the outstanding 175 thousand units of GDRs represented 350 thousand ordinary shares.
b. Capital surplus
| September 30, | September 30, | December | December | 31, | September | September | 30, | |
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||||
| Used to offset a deficit, distributed as | ||||||||
| cash dividends, or transferred to share | ||||||||
| capital (a) | ||||||||
| Issuance of ordinary shares |
$ | 18,497 |
$ | 18,497 | $ |
18,497 | ||
| From business combinations | 157,423 | 157,423 | 157,423 | |||||
| The difference between the consideration | ||||||||
| received or paid and the carrying amount of | ||||||||
| the subsidiaries’ net assets during actual | ||||||||
| disposal or acquisition | 298,767 | 207,316 | 207,316 | |||||
| May only be used to effect a deficit | ||||||||
| Treasury share transactions | 48,178 | 46,307 | 46,307 | |||||
| Changes in percentage of ownership interests | ||||||||
| in subsidiaries (b) | 488,571 | - | - | |||||
| Changes in net equity of associates or joint | ||||||||
| ventures accounted for using the equity | ||||||||
| method |
107,929 |
71,277 | 67,331 | |||||
| $ | 1,119,365 |
$ | 500,820 | $ |
496,874 |
-
a) When the Company has no deficit, such capital surplus may be distributed as cash dividends, or may be transferred to share capital once a year and within a certain percentage of the Company’s capital surplus.
-
b) Such capital surplus arises from the effects of changes in ownership interests in subsidiaries resulting from equity transactions other than actual disposals or acquisitions or from chants in capital surplus of subsidiaries accounted for using the equity method.
-
c. Retained earnings and dividends policy
Under the dividends policy as set forth in the amended Articles, Sunplus shall appropriate from annual net income less any accumulated deficit: (a) 10% as legal reserve; and (b) special reserve equivalent to the debit balance of any accounts shown in the shareholders’ equity section of the balance sheet, other than deficit.
Under the approved shareholders’ resolution, the current year’s net income less all the foregoing appropriations and distributions, plus the prior years’ unappropriated earnings may be distributed as additional dividends. Sunplus’ policy is that cash dividends should be at least 10% of total dividends distributed. However, cash dividends will not be distributed if these dividends are less than NT$0.5 per share.
- 33 -
Under the regulations promulgated, a special reserve equivalent to the debit balance of any account shown in the shareholders’ equity section of the balance sheet (for example, unrealized loss on financial assets and cumulative translation adjustments) should be allocated from unappropriated retained earnings. For the policies on the distribution of compensation of employees and remuneration to directors and supervisors before and after amendment, refer to Note 24 (8).
Appropriation of earnings to the legal reserve shall be made until the legal reserve equals the Company’s paid-in capital. Legal reserve may be used to offset deficit. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to capital or distributed in cash.
The appropriations of earnings for 2020 and 2019 proposed in the shareholders’ meeting on July 20, 2021 and June 12, 2020, respectively, are as follows:
| For | Year 2020 | For | Year 2019 | |
|---|---|---|---|---|
| Legal reserve Legal reserve deficits compensated Special reserve reversed |
$ $ $ | 32,889 - 15,111 |
$ $ $ | - 229,998 32,263 |
| Cash dividend | $ | 311,094 |
$ | - |
| Cash dividend per share (NT$) | $ | 0.5255 |
$ | - |
The Company’s shareholders resolved in the shareholders’ meetings on June 12, 2020 to issue and cash dividends of $177,598 thousand from the capital surplus.
- d. Special reserves
| Balance at January 1 Reversed from special reserve Balance at September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ 276,189 (15,111) $ 261,078 |
2020 $ 308,452 (32,263) $ 276,189 |
-
e. Other equity items
-
1) Exchange differences on the translation of the financial statements of foreign operations
| Balance at January 1 Recognized for the period Exchange differences on translation for the financial statements of foreign operations Share from associates accounted for using the equity method Reclassification adjustments Disposal of foreign operations Balance at September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ (228,023) (43,098) (1,342) - $ (272,463) |
2020 $ (218,780) (30,968) (220) (10,283) $ (260,251) |
- 34 -
2) Unrealized valuation gain/(loss) on financial assets at FVTOCI
| Balance at January 1 Recognized for the period Unrealized (losses) gains Cumulative unrealized gain of equity instruments transferred to retained earnings due to disposal Share from associates accounted for using equity method Disposal of partial interests in subsidiaries Balance at September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ (33,055) 8,092 - 24,304 1,022 $ 363 |
2020 $ (42,246) (11,619) 1,172 248 2,112 $ (50,333) |
- f. Non-controlling interests
| Balance at January 1 Attributable to non-controlling interests: Share in profit for the period Exchange differences on translation of the financial statements of foreign operations Unrealized losses on financial assets at FVTOCI Cash dividends from subsidiaries Equity instruments held by the employees of subsidiaries Non-controlling interests arising from acquisition of subsidiaries Disposal of partial interests in subsidiaries Others Balance at September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ 1,605,238 426,244 (4,350) (1,545) (283,972) 53,736 469,043 16,480 - $ 2,280,874 |
2020 $ 1,394,158 195,432 (2,095) (1,422) (139,531) - 12,000 31,770 (199) $ 1,490,113 |
- g. Treasury shares
| Shares | |||||
|---|---|---|---|---|---|
| Transferred to | Shares Held by | ||||
| Employees | (In | Its Subsidiaries | Total (In | ||
| Thousands of | (In Thousands | Thousands of | |||
| Purpose of Buyback | Shares) | of | Shares) | Shares) | |
| Number of shares as of January 1, 2020 | - | 3,560 | 3,560 | ||
| Decrease | - | - | - |
||
| Number of shares as September 30, 2020 | - | 3,560 | 3,560 |
||
| Number of shares as of January 1, 2021 | - | 3,560 | 3,560 | ||
| Decrease | - | - | - |
||
| Number of shares as September 30, 2021 | - | 3,560 | 3,560 |
- 35 -
The Group’s shares held by its subsidiaries at the end of the reporting periods are as follows:
| Shares | |||||
|---|---|---|---|---|---|
| Transferred to | Shares Held by | ||||
| Employees (In | Its Subsidiaries | Total (In | |||
| Thousands of | (In Thousands | Thousands of | |||
| Purpose of Buyback | Shares) | of Shares) | Shares) | ||
| September 30, 2021 | |||||
| Lin Shin Investment Co., Ltd. | 3,560 |
$ | 63,401 |
$ | 128,338 |
| December 31, 2020 | |||||
| Lin Shin Investment Co., Ltd. | 3,560 |
$ | 63,401 |
$ | 65,148 |
| September 30, 2020 | |||||
| Lin Shin Investment Co., Ltd. | 3,560 |
$ | 63,401 |
$ | 48,060 |
Under the Securities and Exchange Act, Sunplus should neither pledge treasury shares nor exercise shareholders’ rights on these shares, such as the right to dividends and to vote.
23. REVENUE
| Revenue from the sale of goods Rental income from property Others |
For the Three Months Ended September 30 2021 2020 $ 2,048,655 $ 1,912,536 59,891 57,876 23,707 21,912 $ 2,132,253 $ 1,992,324 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
||
|---|---|---|---|---|---|
| 2021 $ 2,048,655 59,891 23,707 $ 2,132,253 |
2021 $ 5,685,040 178,476 68,975 $ 5,932,491 |
2020 $ 4,293,666 170,865 72,032 $ 4,536,563 |
- a. Contract information
Revenue from the sale of goods
IC products are sold to agents and customers. The Group determines the sales price of products based on orders. It takes into consideration the past purchases of agents and customers in order to estimate the most likely discount amount and return rate. Based on the determination of revenue, the Group recognizes the amount and the liabilities for refunds (accounted for as other current liabilities).
Other
Other mainly come from software development and royalties.
- 36 -
b. Contract balances
| September 30, 2021 December 31, 2020 September 30, 2020 Notes receivable and trade receivables (Note 9) $ 1,329,528 $ 1,204,798 $ 1,219,582 Contract liabilities - current $ 22,747 $ 26,181 $ 29,591 |
January 1, 2020 $ 832,633 $ 24,912 |
|---|---|
c. Disaggregation of revenue
| Primary geographical markets Asia Taiwan Others Timing of revenue recognition Satisfied at a point in time Satisfied over time |
Reportable Segments | Reportable Segments | |
|---|---|---|---|
| Direct Sales | |||
| For the Nine Months Ended September 30 |
|||
| 2021 $ 3,509,960 2,395,083 27,448 $ 5,932,491 $ 5,747,421 185,070 $ 5,932,491 |
2020 $ 2,739,757 1,747,729 49,077 $ 4,536,563 $ 4,360,476 176,087 $ 4,536,563 |
24. NET PROFIT
Net profit includes the following items:
- a. Interest income
| Bank deposits |
For the Three Months Ended September 30 2021 2020 $ 5,802 $ 5,757 |
For the Three Months Ended September 30 2021 2020 $ 5,802 $ 5,757 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|---|---|
| 2021 $ 5,802 |
2021 $ 18,470 |
2020 $ 17,686 |
- b. Other income
| Subsidy (Note 28) Dividends Others |
For the Three Months Ended September 30 2021 2020 $ 15,916 $ 16,905 16,799 20,073 27,246 16,143 $ 59,961 $ 53,121 |
For the Three Months Ended September 30 2021 2020 $ 15,916 $ 16,905 16,799 20,073 27,246 16,143 $ 59,961 $ 53,121 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|---|---|
| 2021 $ 15,916 16,799 27,246 $ 59,961 |
2021 $ 65,295 36,633 53,917 $ 155,845 |
2020 $ 35,475 25,553 35,316 $ 96,344 |
- 37 -
c. Other gains and losses
| Net gains (losses) on financial assets and liabilities Net gain on financial assets designated as at FVTPL Net foreign exchange gain (loss) Gain on disposal of subsidiaries Others |
For the Three Months Ended September 30 2021 2020 $ 168,107 $ 23,580 3,764 6,068 - 35 3,917 1,646 $ 175,788 $ 31,329 |
For the Three Months Ended September 30 2021 2020 $ 168,107 $ 23,580 3,764 6,068 - 35 3,917 1,646 $ 175,788 $ 31,329 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|---|---|
| 2021 $ 168,107 3,764 - 3,917 $ 175,788 |
2021 $ 520,899 (7,343) - 10,807 $ 524,363 |
2020 $ 563 (9,056) 7,795 4,757 $ 4,059 |
d. Finance costs
| Interest on bank loans Interest on lease liabilities Other finance costs Depreciation and amortization An analysis of depreciation by function Operating costs Operating expenses An analysis of amortization by function Operating costs Operating expenses |
For the Three Months Ended September 30 2021 2020 $ 2,069 $ 1,596 1,314 1,382 93 343 $ 3,476 $ 3,321 For the Three Months Ended September 30 2021 2020 $ 19,677 $ 19,687 44,752 55,751 $ 64,429 $ 75,438 $ 1 $ - 33,866 26,165 $ 33,867 $ 26,165 |
For the Three Months Ended September 30 2021 2020 $ 2,069 $ 1,596 1,314 1,382 93 343 $ 3,476 $ 3,321 For the Three Months Ended September 30 2021 2020 $ 19,677 $ 19,687 44,752 55,751 $ 64,429 $ 75,438 $ 1 $ - 33,866 26,165 $ 33,867 $ 26,165 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|---|---|
| 2021 2020 $ 6,510 $ 5,846 4,003 4,189 275 1,004 $ 10,788 $ 11,039 For the Nine Months Ended September 30 |
|||||
| 2021 $ 19,677 44,752 $ 64,429 $ 1 33,866 $ 33,867 |
2021 $ 58,525 151,006 $ 209,531 $ 1 97,365 $ 97,366 |
2020 $ 59,519 164,211 $ 223,730 $ - 64,262 $ 64,262 |
e. Depreciation and amortization
- 38 -
f. Operating expenses directly related to investment properties
| Direct operating expenses from investment properties that generate rental income g. Employee benefits expense Short-term benefits Post-employment benefits Defined contribution plans Defined benefit plans (Note 21) Share - based payments Equity - settled (Note 27) Other employee benefits Total employee benefits expense An analysis of employee benefits expense by function Operating costs Operating expenses |
For the Three Months Ended September 30 2021 2020 $ 21,548 $ 21,312 For the Three Months Ended September 30 2021 2020 $ 585,327 $ 442,196 11,859 11,575 256 377 25,890 - 9,104 9,443 $ 632,436 $ 463,591 $ 24,973 $ 25,493 607,463 438,098 $ 632,436 $ 463,591 |
For the Three Months Ended September 30 2021 2020 $ 21,548 $ 21,312 For the Three Months Ended September 30 2021 2020 $ 585,327 $ 442,196 11,859 11,575 256 377 25,890 - 9,104 9,443 $ 632,436 $ 463,591 $ 24,973 $ 25,493 607,463 438,098 $ 632,436 $ 463,591 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|---|---|
| 2021 2020 $ 63,834 $ 63,779 For the Nine Months Ended September 30 |
|||||
| 2021 $ 585,327 11,859 256 25,890 9,104 $ 632,436 $ 24,973 607,463 $ 632,436 |
2021 $ 1,550,651 35,494 883 53,736 26,401 $ 1,667,165 $ 77,349 1,589,816 $ 1,667,165 |
2020 $ 1,207,029 34,387 1,166 - 24,592 $ 1,267,174 $ 75,296 1,191,878 $ 1,267,174 |
- h. Compensation of employees and remuneration of directors
The Company resolved amendments to its Articles of Incorporation to distribute compensation of employees and remuneration to directors at rates of no less than 1% and no higher than 1.5%, respectively, of net profit before income tax, compensation of employees, and remuneration to directors. The Company had loss before tax from January 1 to September 30, 2020, therefore the compensation for employees and remuneration of directors and supervisors was not provided. The compensation of employees and remuneration of directors and supervisors for the three months ended September 30, 2021 and for the nine months ended September 30, 2021 are as follows:
Accrual rate
| Compensation of employees Remuneration of directors |
For the Nine Months Ended September 30 |
|---|---|
| 2021 2020 1.00% 1.00% 1.50% 1.50% |
- 39 -
Amount
Compensation of employees Remuneration of directors |
For the Three Months Ended September 30 2021 2020 $ 3,096 $ 1,358 $ 4,645 $ 2,037 |
For the Three Months Ended September 30 2021 2020 $ 3,096 $ 1,358 $ 4,645 $ 2,037 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|---|---|
| 2021 $ 3,096 $ 4,645 |
2021 $ 8,258 $ 12,387 |
2020 $ 1,358 $ 2,037 |
If there is a change in the proposed amounts after the annual financial statements were authorized for issue, the differences are recorded as a change in the accounting estimate and will be adjusted in next fiscal year.
The remuneration of employees and directors of the year 2020 was approved by the board of directors on March 29, 2021 as follows:
| Compensation of employees Remuneration of directors |
For the Year Ended December 31, 2020 |
|---|---|
| Cash Dividends Share Dividends $ 3,317 $ - 4,975 - |
There is no difference between the actual amounts of compensation of employees and remuneration of directors and supervisors paid and the amounts recognized in the consolidated financial statements for the years ended December 31, 2020.
The Company convened a board of directors on April 22, 2020, and decided that the actual allotment amount for compensation of employees and director compensation is different from the recognized amount in the annual consolidated financial report. The difference is adjusted to the profit and loss for 2020.
| The actual amount resolved by the board of directors Recognized amount in annual financial statements |
For the Year Ended December 31, 2019 |
|---|---|
| Compensation of employees Remuneration of Directors and Supervisors $ - $ - $ 206 $ 309 |
Information on the compensation of employees and remuneration of directors resolved by the Company’s board of directors is available at the Market Observation Post System website of the Taiwan Stock Exchange.
i. Gains or losses on foreign currency exchange
| Foreign exchange gains Foreign exchange losses Net gain (loss) |
For the Three Months Ended September 30 2021 2020 $ 15,836 $ 33,961 (12,072) (27,893) $ 3,764 $ 6,068 |
For the Three Months Ended September 30 2021 2020 $ 15,836 $ 33,961 (12,072) (27,893) $ 3,764 $ 6,068 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|---|---|
| 2021 $ 15,836 (12,072) $ 3,764 |
2021 $ 59,857 (67,200) $ (7,343) |
2020 $ 60,599 (69,655) $ (9,056) |
- 40 -
25. INCOME TAXES
a. Income tax recognized in profit or loss
The major components of tax expense are as follows:
| Current tax In respect of the current year Adjustments for prior periods Deferred tax In respect of the current year Income tax expense recognized in profit or loss |
For the Three Months Ended September 30 2021 2020 $ 87,990 $ 68,092 - (13,561) 87,990 54,531 3,447 (123) $ 91,437 $ 54,408 |
For the Three Months Ended September 30 2021 2020 $ 87,990 $ 68,092 - (13,561) 87,990 54,531 3,447 (123) $ 91,437 $ 54,408 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|---|---|
| 2021 $ 87,990 - 87,990 3,447 $ 91,437 |
2021 $ 243,682 (3,277) 240,405 3,086 $ 243,491 |
2020 $ 123,399 (9,630) 113,769 (1,330) $ 112,439 |
b. Income tax assessments
The income tax returns of Generalplus through 2018; Sunplus, Sunplus mMobile, Sunplus Innovation Technology, Sunext Technology Co., Ltd., Jumplux Technology, Lin Shin Investment, Sunplus Venture, Sunplus mMedia, Wei-Young Investment Inc. and Sunplus Management Consulting through 2019 have been assessed by the tax authorities.
26. EARNINGS PER SHARE
| EARNINGS PER SHARE | |||||
|---|---|---|---|---|---|
| Basic earnings per share Diluted earnings per share |
For the Three Months Ended September 30 2021 2020 $ 0.51 $ 0.36 $ 0.51 $ 0.36 |
Unit: NT$ Per Share For the Nine Months Ended September 30 |
|||
| 2021 $ 0.51 $ 0.51 |
2021 $ 1.37 $ 1.37 |
2020 $ 0.23 $ 0.23 |
The earnings and weighted average number of ordinary shares outstanding used in the computation of earnings per share are as follows:
Net profit for the period
| Profit for the period attributable to owners of the Company Effects of potentially dilutive ordinary shares Bonuses to employee Earnings used in the computation of diluted EPS from continuing operations |
For the Three Months Ended September 30 2021 2020 $ 301,815 $ 211,422 - - $ 301,815 $ 211,422 |
For the Three Months Ended September 30 2021 2020 $ 301,815 $ 211,422 - - $ 301,815 $ 211,422 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|---|---|---|
| 2021 $ 301,815 - $ 301,815 |
2021 $ 804,786 - $ 804,786 |
2020 $ 132,496 - $ 132,496 |
- 41 -
Weighted average number of ordinary shares outstanding (in thousands of shares) was as follows:
| Weighted average number of ordinary shares used in the computation of basic earnings per share Effects of potentially dilutive potential ordinary shares: Bonuses issued to employees Weighted average number of ordinary shares used in the computation of diluted earnings per share |
For the Three Months Ended September 30 2021 2020 588,435 588,435 229 101 588,664 588,536 |
For the Three Months Ended September 30 2021 2020 588,435 588,435 229 101 588,664 588,536 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|---|---|
| 2021 588,435 229 588,664 |
2021 588,435 307 588,742 |
2020 588,435 101 588,536 |
The Company may settle the compensation of employees in cash or shares; therefore, the Company assumes that the entire amount of the compensation will be settled in shares, and the resulting potential shares are included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.
27. SHARE-BASED PAYMENT ARRANGEMENTS
- a. Restricted shares for employees
In the shareholders’ meeting of Sunplus Innovation Technology on June 22, 2020, the shareholders approved a restricted share plan for employees with a total amount of NT$20,000 thousand, consisting of 2,000 thousand shares. The aforementioned resolution was declared effectively by the FSC on October 12, 2020.
The first and second restricted share plans were approved by the board of directors on October 28, 2020 and September 6, 2021. The total amounts both of the two shares was NT$10,000 thousand, consisting of 1,000 thousand shares and the issuing price of each share was NT$0. Sunplus Innovation Technology has set October 28, 2020 and September 6, 2021 as the grant dates, and November 5, 2020 and September 7, 2021 as the record dates of capital increase. The amounts of the fair value of the granted shares were NT$75.26 and NT$163.50 per share.
After the restricted shares are allocated to employees in accordance with the Sunplus Innovation Technology’s regulations, and they are still working after the expiration of the following vested terms while they meet the performance conditions, the proportions of vested shares are as follows:
-
1) Those who served in the Sunplus Innovation Technology for a year after the grant date with recent personal performance rating before the expiration date reaches the top 35% (included) of the Company, will receive 50% of the number of allocated shares.
-
2) Those who served in the Sunplus Innovation Technology for two year after the grant date with recent personal performance rating before the expiration date reaches the top 35% (included) of the Company, will receive 50% of the number of allocated shares.
-
42 -
When the employee fails to meet the vesting conditions:
-
1) Resignation (voluntary resignation/retirement/layoff/dismissal): The employee that has not fulfilled the vesting conditions will be deemed to have not met the vesting conditions from the day of resignation. The Company will buy back and cancel the employee’s restricted shares at the original issuing price according to the laws.
-
2) Unpaid leave: The employee that has not fulfilled the vesting conditions will be restored to the rights and interests from the date of reinstatement, but the vesting period shall be deferred according to the period of unpaid leave.
-
3) Death: The employee that has not fulfilled the vesting conditions will be deemed to have not met the vesting conditions from the day of death. The Sunplus Innovation Technology will buy back and cancel the employee’s restricted shares at the original issuing price according to the laws.
-
4) Occupational injury:
-
a) Those who are unable to continue their employment due to occupational injury and have not fulfilled the vesting conditions shall still fulfill the vesting conditions according to regulation 3) Death.
-
b) Death due to occupational injury may cause the employee not fulfilling the vesting conditions which shall be fulfilled by the heirs from the day of the death of the inherited employee according to regulation 3) Death.
-
5) Transfer employment: If an employee is requested to transfer to an affiliate company or other company (except transferring to a subsidiary), the restricted shares shall be proceed according to the regulation of "Resignation". However, due to Sunplus Innovation Technology's operation need, employees for those who were assigned by Sunplus Innovation Technology to be transferred to the Sunplus Innovation Technology's affiliates or other companies will not be affected.
-
6) Employees or their heirs shall receive the transferred shares according to the trust agreement.
-
7) Share dividends and cash dividends that have been allocated to employees who have not fulfilled the vesting conditions during the vesting period shall not be returned.
The restrictions on the rights of the employees who acquire the restricted shares but have not met the vesting conditions are as follows:
-
1) The employees cannot sell, pledge, transfer, donate or, in any other way, dispose of these shares.
-
2) The employees holding these shares are not entitled to receive cash dividends and share dividends.
-
3) Employees should immediately place the restricted shares under the trust or custody after the issuance of restricted shares. They shall not request the trustee or custodian to return the restricted shares for any reason before the vesting conditions are fulfilled.
Other agreements were as follows:
Sunplus Innovation Technology shall act on behalf of employees to negotiate with trust institutions or custodian institutions. It may include but not limited to negotiate, sign, revise, extend, cancel and terminate the trust contracts or custody contracts and instructions for the delivery, use and disposal of trust or custody property during the period of trust or custody.
- 43 -
Information on employee restricted share was as follows:
| Outstanding shares at January 1 Shares granted Shares forfeited Outstanding shares at September 30 |
For the Nine Months Ended September 30, 2021 |
|---|---|
| Number of Options (In Thousands of Units) 1,000 1,000 (10) 1,990 |
Compensation costs recognized were NT$24,189 thousand and NT$52,035 thousand for the year for the three months and nine months ended September 30, 2021.
b. Capital Increase by Cash Reserved for Employees
The board of directors of Sunplus Innovation Technology resolved on June 2, 2021 to process the initial cash capital increase before the OTC to reserve 506 thousand shares for employees to subscribe. The grant date was July 15, 2021, and the total number of subscribed shares was 486 thousand shares. The above ordinary share issuance reserved for employee option’s fair value was priced using the Black-Scholes evaluation model, and the inputs to the model are as follows:
| July, 2021 | July, 2021 | |
|---|---|---|
| Grant-date share price(NT$) | $ | 156.90 |
| Exercise price(NT$) | $ | 160.00 |
| Expected volatility | 52.57% | |
| Expected life(in days) | 8 | |
| Risk-free interest rate | 0.35% | |
| Fair value of option(NT$) | $ | 3.50 |
Capital increase by cash reserved for compensation of employees costs recognized was NT$1,701 thousand for the year for the three months and nine months ended September 30, 2021.
28. GOVERNMENT GRANTS
In August 2013, Sun Media Technology Co., Ltd. received a government grant amounting to RMB16,390 thousand ($79,213 thousand) for the purchase of land on which to build a plant. This amount, which was recognized as deferred revenue, will be recognized in profit or loss over the useful life of the land. The total revenue recognized as profit amounted to $392 thousand, $388 thousand, $1,185 thousand and $1,163 thousand for the three months ended September 30, 2021 and 2020 and for the nine months ended September 30, 2021 and 2020, respectively.
The Company applied for subsidy under the "Salary and Working Capital Subsidies for Difficult Businesses Affected by Serious Special Infectious Pneumonia" program of the Ministry of Economic Affairs in June 2020. The subsidy period is from April 2020 to June 2020, and the Company has received a subsidy of $21,034 thousand. The total revenue recognized as profit amounted to $21,034 thousand for the period of June 30, 2020 as other income.
- 44 -
Jumplux Technology Co., Ltd. applied for subsidy under the "Salary and Working Capital Subsidies for Difficult Businesses Affected by Serious Special Infectious Pneumonia" program of the Ministry of Economic Affairs in June 2020. The subsidy period is from April 2020 to June 2020, and the Group has received a subsidy of $2,057 thousand. The total revenue recognized as profit amounted to $2,057 thousand for the period of June 30, 2020 as other income.
The Company applied for the AI on Chip R&D subsidy program of the Ministry of Economic Affairs, and the “Shared Intelligent Computing Chiplet Architecture R&D Program” was reviewed and approved on November 20, 2020. The approved total subsidy amounted to NT$115,356 thousand. As of September 30, 2021, the accumulated subsidy received is NT$44,201 thousand, and the income from the recognized subsidy is NT$58,673 for the nine months ended September 30, 2021. In addition, the Company has a special account for subsidies in accordance with regulations, and the monthly withdrawal amount should be withdrawn according to the monthly expenditure summary statement, and the withdrawal amount shall not be higher than the expenditure amount.
29. DISPOSAL OF SUBSIDIARIES
2020
The Group completed the liquidation of its subsidiary, Ytrip Technology Co., Ltd. and its subsidiary 1culture Communication Co., Ltd. on June 23 and May 29, 2020, respectively.
- a. Analysis of assets and liabilities from liquidation
| Ytrip | ||
|---|---|---|
| Technology Co., | ||
| Ltd. and Its | ||
| Subsidiaries | ||
| Current assets | ||
| Cash and cash equivalents | $ | 2,106 |
| Other receivables | 281 | |
| Non-current assets | ||
| Property, plant and equipment | 15 | |
| Intangible assets | 1,814 | |
| Current liabilities | ||
| Others | (106) | |
| Net assets disposed of | $ | 4,110 |
| Gain on liquidation of subsidiaries | ||
| Ytrip | ||
| Technology Co., | ||
| Ltd. and Its | ||
| Subsidiaries | ||
| Collection price of investments accounted | $ | 1,240 |
| Disposed of net assets | (4,110) | |
| The reclassification of other comprehensive income in respect of | ||
| the subsidiary | 10,283 | |
| Non-controlling interests | 382 | |
| Gain on disposal | $ | 7,795 |
-
b. Gain on liquidation of subsidiaries
-
45 -
c. Net cash outflow on liquidation of subsidiaries
| Net cash outflow on liquidation of subsidiaries | ||
|---|---|---|
| Hanyang | ||
| Technology Co., | ||
| Ltd. | ||
| Consideration received in cash and cash equivalents | $ | 1,240 |
| Less: Disposed of cash and cash equivalent balances | (2,106) | |
| $ | (866) |
30. EQUITY TRANSACTIONS WITH NON-CONTROLLING INTERESTS
In June 2020, Giant Rock subscribed for the cash capital increase of Sunplus APP Technology, increasing its controlling interest from 96.16% to 96.32%.
The Company disposed of its 2.92% shareholding in Sunplus Innovation Technology in September 2020, resulting in a decrease in the overall shareholding ratio from 68.86% to 65.94%.
In August 2021, Giant Rock subscribed for the cash capital increase of Sunplus APP Technology, increasing its controlling interest from 96.32% to 97.44%.
In July 2021, the Company disposed of its 2.28% shareholding in Sunplus Innovation Technology. The Company at a percentage different from its existing ownership percentage for the cash capital increase equity, resulting in a decrease in the overall shareholding ratio from 65.94% to 58.86%.
The above transactions were accounted for as equity transactions since the Group did not cease to have control over these subsidiaries.
For the nine months ended September 30, 2021
| For the nine months ended September 30, 2021 | |||||||
|---|---|---|---|---|---|---|---|
| Sunplus | |||||||
| Innovation | Sunplus APP | ||||||
| Technology | Technology | ||||||
| Cash consideration paid | $ | 1,066,567 |
$ | - | |||
| The proportionate share of the carrying amount of net | assets of the | ||||||
| subsidiary transferred to non-controlling interests | (483,752) | (1,771) | |||||
| Reattribution of other equity to (from) non-controlling interests | |||||||
| Unrealized loss on financial assets at FVTOCI | (1,022) |
- | |||||
| Differences recognized from equity transactions | $ | 581,793 |
$ | (1,771) | |||
| Sunplus | |||||||
| Innovation | Sunplus APP | ||||||
| Technology | Technology | Total | |||||
| Line items adjusted for equity transactions | |||||||
| Capital surplus - changes in percentage of | |||||||
| ownership interests in subsidiaries |
$ 490,342 | $ | (1,771) |
$ | 488,571 | ||
| Capital surplus - difference between | |||||||
| consideration received or paid and the carrying | |||||||
| amount of the subsidiaries’ net assets during | |||||||
| actual disposal or acquisition |
91,451 |
- | 91,451 | ||||
| $ 581,793 | $ | (1,771) |
$ | 580,022 |
- 46 -
For the nine months ended September 30, 2020
| Sunplus | Sunplus | |||||
|---|---|---|---|---|---|---|
| Innovation | Sunplus APP | |||||
| Technology | Technology | |||||
| Cash consideration paid | $ | 101,014 |
$ | - | ||
| The proportionate share of the carrying amount of net | assets of the | |||||
| subsidiary transferred to non-controlling interests | (31,770) | (183) | ||||
| Reattribution of other equity to (from) non-controlling interests | ||||||
| Unrealized loss on financial assets at FVTOCI | (2,112) |
- | ||||
| Differences recognized from equity transactions | $ | 67,132 |
$ | (183) | ||
| Sunplus | ||||||
| Innovation | Sunplus APP | |||||
| Technology | Technology | Total | ||||
| Line items adjusted for equity transactions | ||||||
| Retained earnings | $ | - | $ | (183) |
$ | (183) |
| Capital surplus - difference between | ||||||
| consideration received or paid and the carrying | ||||||
| amount of the subsidiaries’ net assets during | ||||||
| actual disposal or acquisition | 67,132 | - | 67,132 | |||
| $ | 67,132 | $ | (183) |
$ | 66,949 |
31. CAPITAL MANAGEMENT
The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximizing the return to stakeholders through the optimization of the debt and equity balance.
The capital structure of the Group consists of net debt (borrowings offset by cash and cash equivalents) and equity of the Group (comprising issued capital, reserves, retained earnings and other equity) attributable to owners of the Group.
The Group is not subject to any externally imposed capital requirements.
32. FINANCIAL INSTRUMENTS
- a. Fair value of financial instruments that are not measured at fair value
The management of the Company considers that the fair value of financial assets and financial liabilities that are not measured at fair value approximate their fair value.
-
47 -
-
b. Fair value of financial instruments that are measured at fair value on a recurring basis
-
1) Fair value hierarchy
| September 30, 2021 Financial assets at FVTPL Mutual funds Domestic/foreign unlisted shares Domestic/foreign listed shares Securities unlisted in the ROC and other countries - convertible bonds Limited partnership Financial assets at FVTOCI Domestic listed shares Domestic/foreign unlisted shares Domestic private listed shares December 31, 2020 Financial assets at FVTPL Mutual funds Domestic/foreign unlisted shares Domestic/foreign listed shares Securities listed in the ROC and other countries - convertible bonds Limited partnership Financial assets at FVTOCI Domestic/foreign listed shares Domestic private listed shares Domestic/foreign unlisted shares |
Level 1 $ 1,120,902 119,228 284,550 - - $ 1,524,680 $ 87,212 60,730 - $ 147,942 Level 1 $ 656,424 144,984 87,933 2,820 - $ 892,161 $ 81,506 - 32,323 $ 113,829 |
Level 2 $ - - - - - $ - $ - - - $ - Level 2 $ - - - - - $ - $ - - - $ - |
Level 3 $ - 908,240 - 139,250 421,991 $ 1,469,481 $ - 99,382 9,642 $ 109,024 Level 3 $ - 746,101 - - 327,856 $ 1,073,957 $ - 11,255 67,444 $ 78,699 |
Total $ 1,120,902 1,027,468 284,550 139,250 421,991 $ 2,994,161 $ 87,212 160,112 9,642 $ 256,966 Total $ 656,424 891,085 87,933 2,820 327,856 $ 1,966,118 $ 81,506 11,255 99,767 $ 192,528 |
|---|---|---|---|---|
- 48 -
September 30, 2020
| Financial assets at FVTPL Mutual funds Domestic listed shares Securities listed in the ROC - convertible bonds Domestic/foreign unlisted shares Limited partnership Financial assets at FVTOCI Domestic listed shares Domestic/foreign unlisted shares |
Level 1 $ 458,222 161,824 8,575 114,275 - $ 742,896 $ 72,812 28,257 $ 101,069 |
Level 2 $ - - - - - $ - $ - - $ - |
Level 3 $ - - - 625,793 291,162 $ 916,955 $ - 82,055 $ 82,055 |
Total $ 458,222 161,824 8,575 740,068 291,162 $ 1,659,851 $ 72,812 110,312 $ 183,124 |
|---|---|---|---|---|
There were no transfers between Levels 1 and 2 in the current and prior periods.
- 2) Reconciliation of Level 3 fair value measurements of financial instruments
For the nine months ended September 30, 2021
| Financial Assets Financial Assets at FVTPL Financial Assets at FVTOCI Balance at January 1, 2021 $ 1,073,957 $ 78,699 Recognized in profit or loss 269,523 - Recognized in other comprehensive income - (27,565) Purchases 178,373 58,583 Disposals (500) - Transfers out of Level 3 (48,600) - Effect of exchange rate changes (3,272) (693) Balance at September 30, 2021 $ 1,469,481 $ 109,024 |
Total $ 1,152,656 269,523 (27,565) 236,956 (500) (48,600) (3,965) $ 1,578,505 |
|---|---|
- 49 -
For the nine months ended September 30, 2020
| Financial Assets Financial Assets at FVTPL Financial Assets at FVTOCI Balance at January 1, 2020 $ 956,611 $ 80,235 Recognized in profit or loss (21,446) - Recognized in other comprehensive income - (4,958) Purchases 74,228 10,004 Disposal (2,149) (2,628) Transfers out of Level 3 (87,500) - Effect of exchange rate changes (2,789) (598) Balance at September 30, 2020 $ 916,955 $ 82,055 |
Total $ 1,036,846 (21,446) (4,958) 84,232 (4,777) (87,500) (3,387) $ 999,010 |
|---|---|
-
3) Valuation techniques and inputs applied for Level 3 fair value measurement
-
a) The fair values of unlisted equity securities – domestic and foreign were determined using the market approach. The significant unobservable inputs used are listed in the table below. An increase in the price-to-book ratio or price-sales ratio or a decrease in the discount for lack of marketability used in isolation would result in increases in fair value.
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Price-to-book ratio | 2.15-8.11 | 2.41-5.78 | 1.39-7.42 |
| Price-to-sales ratio | 1.45-11.28 | 1.86-13.46 | 0.77-11.86 |
| Discount for lack of marketability | 20% | 10%-20% | 10%-20% |
-
b) The fair values of unlisted shares and emerging market shares and private funds were determined using the asset-based approach. The Group assesses that the amount of its net assets attributable to its investment approaches the fair value of the equity investment. The Group assesses the total value of the individual assets and liabilities covered by the target to reflect the overall value of the business.
-
c) The fair values of unlisted shares and emerging market shares were determined using the income approach. In this approach, the discounted cash flow method was used to capture the present value of the expected future economic benefits to be derived from the ownership of these investees. The significant unobservable inputs used are listed in the table below. An increase in long-term revenue growth rates or a decrease in the weighted average cost of capital (WACC) or discount for lack of marketability used in isolation would result in increases in fair value.
-
d) Domestic listed private equity investment refers to the transaction price of the listed company’s stock in the active market, and uses the unobservable input value as discount for lack of marketability to determine the value of the evaluation target.
| September | 30, | |
|---|---|---|
| 2021 | ||
| Discount for lack of marketability | 22.6% |
- 50 -
c. Categories of financial instruments
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Financial assets | |||
| Fair value through profit or loss (FVTPL) |
$ 2,994,161 |
$ 1,966,118 |
$ 1,659,851 |
| Financial assets at amortized cost (i) | 5,787,912 | 5,179,818 | 4,916,633 |
| Financial assets at fair value through other | |||
| comprehensive income | |||
| Equity instruments | 256,966 | 192,528 | 183,124 |
| Financial liabilities | |||
| Measured at amortized cost (ii) | 1,479,763 | 1,214,367 | 1,229,192 |
-
i) The balances include financial assets, which comprise cash and cash equivalents, notes receivable and trade receivables, other trade receivables, other financial assets and refundable deposits.
-
ii) The balances include financial liabilities measured at amortized cost, which comprise short-term loans, trade payables, long-term liabilities - current portion, long term loans and guarantee deposits.
-
d. Financial risk management objectives and policies
The Group’s major financial instruments include mutual funds, equity and debt investments, trade receivables, trade payables, borrowings and lease liabilities. The Group’s corporate treasury function provides services to the business, coordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Group through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk.
The corporate treasury function reports quarterly to the Group’ risk management committee.
1) Market risk
The Group's activities exposed it primarily to the financial risks of changes in foreign currency exchange rates (see (a) below) and interest rates (see (b) below). The Group entered into a variety of derivative financial instruments to manage its exposure to foreign currency risk and interest rate risk, including:
- a) Foreign currency risk
A part of the Group’s cash flows is denominated in foreign currencies, and management’s use of derivative financial instruments is for hedging adverse changes in exchange rates, not for profit.
For exchange rate risk management, each foreign currency denominated item of net assets and liabilities is reviewed regularly. In addition, before obtaining foreign loans, the Group considers the cost of the hedging instrument and the hedging period.
For the carrying amounts of the Group's foreign currency denominated monetary assets and monetary liabilities (including those eliminated on consolidation) at the end of the reporting period, refer to Note 35.
- 51 -
Sensitivity analysis
The Group was mainly exposed to the USD and RMB.
The following table details the Company sensitivity to a US$1.00 and RMB1.00 increase and decrease in the New Taiwan dollar (the functional currency) against the relevant foreign currencies. The sensitivity analysis considers the currencies of USD and RMB in circulation, and adjusts the end-of-term conversion to exchange rate change of $1.00. The sensitivity analysis covers cash and cash equivalents, notes and accounts receivable, other receivables, accounts payable, other accounts payable, long-term and short-term loans, other financial assets, and deposit margins. A negative number below indicates a decrease in post-tax profit associated with the New Taiwan dollar strengthening $1.00 against USD and RMB. For a $1.00 weakening of the New Taiwan dollar against the relevant currency, there would be an equal and opposite impact on post-tax profit, and the balances below would be positive (negative).
Profit or loss Profit or loss |
USD Impact |
|---|---|
| For the Nine Months Ended September 30 |
|
| 2021 2020 $ (16,770) $ (16,986) RMB Impact |
|
| For the Nine Months Ended September 30 |
|
| 2021 2020 $ 446 $ (5,153) |
b) Interest rate risk
The Group was exposed to interest rate risk because entities in the Group borrowed funds at both fixed and floating interest rates. The risk is managed by the Group by maintaining an appropriate mix of fixed and floating rate borrowings, and using interest rate swap contracts and forward interest rate contracts. Hedging activities are evaluated regularly to align with interest rate views and defined risk appetites, ensuring the most cost-effective hedging strategies are applied.
The carrying amounts of the Group’s financial assets and financial liabilities with exposure to interest rates at the end of the reporting period are as follows:
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Fair value interest rate risk | |||
| Financial assets | $ 2,527,028 |
$ 2,585,743 | $ 2,406,266 |
| Financial liabilities | 223,000 | 518,255 | 513,416 |
| Cash flow interest rate risk | |||
| Financial assets | 1,863,568 | 1,321,455 | 1,255,125 |
| Financial liabilities | 618,364 | 258,000 | 228,000 |
- 52 -
Sensitivity analysis
The sensitivity analysis below was determined based on the Group’s exposure to interest rates for both derivative and non-derivative instruments at the end of the reporting period. For floating rate liabilities, the analysis was prepared assuming the amount of each liability outstanding at the end of the reporting period was outstanding for the whole period. A 0.125% increase or decrease was used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates.
Had interest rates increased/decreased by 0.125% and all other variables been held constant, the Group’s post-tax profit would have increased/decreased by $1,167 thousand, respectively, for the nine months ended September 30, 2021 and increased/decreased by $997 thousand, respectively, for the nine months ended September 30, 2020.
c) Other price risk
The Group was exposed to equity price risk through its investments in listed equity securities. Equity investments are held for strategic rather than trading purposes. The Group does not actively trade these investments.
The sensitivity analyses below were determined based on the exposure to equity price risks at the end of the reporting period.
Had the prices of financial assets at FVTPL been 1% higher/lower, post-tax profit for the nine months ended September 30, 2021 and 2020 would have increased/decreased by $29,942 thousand and $16,599 thousand, respectively.
Had the prices of financial assets at FVTOCI been 1% higher/lower, post-tax profit for the nine months ended September 30, 2021 and 2020 would have increased/decreased by $2,570 thousand and $1,831 thousand, respectively.
2) Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. At the end of the reporting period, the Group’s maximum exposure to credit risk which will cause a financial loss to the Group due to the failure to discharge an obligation by the counterparties and financial guarantees provided by the Group arising from the carrying amount of the respective recognized financial assets as stated in the balance sheets.
In order to minimize credit risk, the management of the Group has delegated a team responsible for determination of credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate impairment losses are made for irrecoverable amounts. In this regard, the directors of the Group consider that the Group’s credit risk was significantly reduced.
The credit risk on liquid funds and derivatives was limited because the counterparties are banks with high credit ratings assigned by international credit-rating agencies.
Trade receivables consist of a large number of customers, spread across diverse industries and geographical areas. Ongoing credit evaluation is performed on the financial condition of trade receivables.
- 53 -
The Group’s concentration of credit risk of 61%, 65% and 65% in total trade receivables as of September 30, 2021, December 31, 2020 and September 30, 2020, respectively, was related to the five largest customers within the property construction business segment.
3) Liquidity risk
The Group manages liquidity risk by monitoring and maintaining a level of cash and cash equivalents deemed adequate to finance the Group’s operations and mitigate the effects of fluctuations in cash flows. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.
The Group relies on bank borrowings as a significant source of liquidity. As of September 30, 2021, December 31, 2020 and September 30, 2020, the Group had available unutilized overdraft and financing facilities set out below.
a) Liquidity and interest rate risk tables
The following table details the Group's remaining contractual maturities for its non-derivative financial liabilities with agreed repayment periods. The tables have been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Group can be required to pay. The tables include both interest and principal cash flows.
September 30, 2021
| On Demand or Less than 1 Month Non-derivative financial liabilities Non-interest bearing liabilities $ 399,240 Lease liabilities 1,486 Variable interest rate liabilities 140,636 Fixed interest rate liabilities - $ 541,362 |
1-3 Months $ 278,656 3,366 - - $ 282,022 |
More than 3 Months to 1 Year Over 1 Year to 5 Years $ 5,912 $ 41,255 12,926 47,302 148,000 330,000 52,840 4,494 $ 219,678 $ 423,051 |
5+ Years $ 1 247,238 - 169,641 |
|---|---|---|---|
$ 416,880 |
Additional information about the maturity analysis for lease liabilities
| Less than 1 Year 1-5 Years 5-10 Years Lease liabilities $ 17,778 $ 47,302 $ 48,109 December 31, 2020 On Demand or Less than 1 Month 1-3 Months Non-derivative financial liabilities Non-interest bearing liabilities $ 337,374 $ 196,200 Lease liabilities 1,506 3,413 Variable interest rate liabilities 160,732 - Fixed interest rate liabilities 28,481 - $ 528,093 $ 199,613 |
10-15 Years 15-20 Years $ 48,109 $ 39,863 More than 3 Months to 1 Year Over 1 Year to 5 Years $ 308 $ 36,114 13,651 53,085 25,000 205,000 125,102 5,041 $ 164,061 $ 299,240 |
20+ Years $ 111,157 5+ Years $ - 256,641 - 140,367 $ 397,008 |
|---|---|---|
- 54 -
Additional information about the maturity analysis for lease liabilities
| Less than 1 Year 1-5 Years 5-10 Years 10-15 Years 15-20 Years Lease liabilities $ 18,570 $ 53,085 $ 49,046 $ 49,046 $ 41,689 September 30, 2020 On Demand or Less than 1 Month 1-3 Months More than 3 Months to 1 Year Over 1 Year to 5 Years Non-derivative financial liabilities Non-interest bearing liabilities $ 327,475 $ 214,737 $ 2,176 $ 33,279 Lease liabilities 1,549 3,497 13,182 54,662 Variable interest rate liabilities 180,489 - - 200,000 Fixed interest rate liabilities - - 127,065 5,362 $ 509,513 $ 218,234 $ 142,423 $ 293,303 |
$ |
20+ Years $ 116,860 5+ Years - 259,093 - 142,268 |
|---|---|---|
| $ | 401,361 |
Additional information about the maturity analysis for lease liabilities
| Less than 1 Year 1-5 Years 5-10 Years Lease liabilities $ 18,228 $ 54,662 $ 49,046 Financing facilities September 30, 2021 Unsecured bank overdraft facilities Amount used $ 662,565 Amount unused 3,815,754 $ 4,478,319 |
10-15 Years 15-20 Years 20+ Years $ 49,046 $ 42,241 $ 118,760 December 31, 2020 September 30, 2020 $ 588,140 $ 507,485 4,361,912 4,581,929 $ 4,950,052 $ 5,089,414 |
|---|---|
b) Financing facilities
33. TRANSACTIONS WITH RELATED PARTIES
Balances and transactions between the Company and its subsidiaries have been eliminated on consolidation and are not disclosed in this note. Details of transactions between the Group and other related parties are disclosed below.
a. Name and relationship of related parties
| Name Global View Co., Ltd. Beijing Golden Global View Co., Ltd. iCatch Technology Co., Ltd. |
Relationship with the Group |
|---|---|
| Associate Associate (Note) Associate |
Note: It is an associate of the Company; subsidiary of Global View Co., Ltd.
- 55 -
b. Sales of goods
| Related Party Line Item Category Sales Associates |
For the Three Months Ended September 30 |
For the Three Months Ended September 30 |
For the Three Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|---|---|---|---|
| 2021 $ 10,772 |
2020 $ 13,488 |
2021 $ 39,146 |
2020 $ 44,269 |
Sales price to related parties is based on cost and market price. The sales terms to related parties are similar to those with external customers.
- c. Receivables from related parties (excluding loans to related parties)
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | ||
|---|---|---|---|---|---|---|---|
| Line Item | Related Party Category | 2021 | 2020 | 2020 | |||
| Trade receivables | Associates | $ | 10,514 |
$ | 9,740 |
$ | 12,935 |
| Other trade | Associates | $ | 231 |
$ | 243 |
$ | 224 |
| receivables |
There were no guarantees on outstanding receivables from related parties. For the nine months ended September 30, 2021 and 2020, no impairment loss was recognized for trade receivables from related parties.
- d. Prepayments(excluding loans to related parties)
| September | September | 30, | December 31, | December 31, | September 30, | September 30, | ||
|---|---|---|---|---|---|---|---|---|
| Line Item | Related Party Category | 2021 | 2020 | 2020 | ||||
| Other current | Associates | $ | - |
$ | 108 |
$ | 175 |
|
| assets |
- e. Other transactions with related parties
| Related Party Account Item Type Operating expenses Associates Non-operating revenue Associates |
For the Three Months Ended September 30 |
For the Three Months Ended September 30 |
For the Three Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|---|---|---|---|
| 2021 $ 48 $ 1,733 |
2020 $ 75 $ 1,924 |
2021 $ 247 $ 7,062 |
2020 $ 125 $ 4,623 |
Administrative support services price were negotiated between the Group and the related parties, and were thus not comparable with those in the market. There are no other available transactions to be compared with.
The pricing and payment terms of the lease contracts between the Group and the related parties are similar to those with external customers.
- 56 -
f. Compensation of key management personnel
| Short-term employee benefits Post-employment benefits |
For the Three Months Ended September 30 2021 2020 $ 31,056 $ 15,098 358 270 $ 31,414 $ 15,368 |
For the Three Months Ended September 30 2021 2020 $ 31,056 $ 15,098 358 270 $ 31,414 $ 15,368 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|---|---|---|
| 2021 $ 31,056 358 $ 31,414 |
2021 $ 72,791 1,107 $ 73,898 |
2020 $ 38,091 838 $ 38,929 |
The remuneration to directors and other key management personnel was determined by the compensation committee in accordance with individual performance and the market trend.
34. PLEDGED OR MORTGAGED ASSETS
The following assets of the Group have been pledged or mortgaged as endorsement guarantees, loans, purchase quotas and leased land for customs clearance:
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Buildings, net | $ 561,782 |
$ 576,333 |
$ 581,183 |
| Pledged time deposits (classified as other | |||
| financial assets, including current and | |||
| non-current) | 13,021 |
149,729 |
152,246 |
$ 574,803 |
$ 726,062 |
$ 733,429 |
35. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES
The Group’s significant financial assets and liabilities denominated in foreign currencies aggregated by the foreign currencies other than functional currencies of the entities in the Group and the related exchange rates between foreign currencies and respective functional currencies were as follows:
September 30, 2021
| Foreign | ||||
|---|---|---|---|---|
| Currency | Exchange | Carrying | ||
| (In Thousands) | Rate | Amount | ||
| Financial assets | ||||
| Monetary items | ||||
| USD | $ | 46,548 |
27.8500 |
$ 1,296,362 |
| CNY | 1,273 | 4.3050 | 5,480 | |
| JPY | 5,556 | 0.2490 | 1,383 | |
| HKD | 150 | 3.5760 | 536 | |
| GBP | 3 | 37.4600 | 112 | |
| EUR | 1 | 32.3200 | 32 | |
| Non-monetary items | ||||
| CHF | 481 | 29.8150 | 14,332 | |
| (Continued) |
- 57 -
| Foreign | |||||
|---|---|---|---|---|---|
| Currency | Exchange | Carrying | |||
| (In Thousands) | Rate | Amount | |||
| Financial liabilities | |||||
| Monetary items | |||||
| USD | $ | 29,778 |
27.8500 |
$ | 829,317 |
| CNY | 1,719 | 4.3050 | 7,400 | ||
| JPY | 1,857 | 0.2490 | 462 | ||
| (Concluded) | |||||
| December 31, 2020 | |||||
| Foreign | |||||
| Currency | Exchange | Carrying | |||
| (In Thousands) | Rate | Amount | |||
| Financial assets | |||||
| Monetary items | |||||
| USD | $ | 40,747 |
28.4800 | $ | 1,160,475 |
| CNY | 1,519 | 4.3770 |
6,649 | ||
| JPY | 371 | 0.2763 |
103 | ||
| HKD | 152 | 3.6730 |
558 | ||
| GBP | 3 | 38.9000 |
117 | ||
| EUR | 1 | 35.0200 |
35 | ||
| Nonmonetary items | |||||
| CHF | 560 | 32.3050 |
18,809 | ||
| Financial liabilities | |||||
| Monetary items | |||||
| USD | 27,028 | 28.4800 | 769,757 | ||
| CNY | 5,839 | 4.3770 |
26,083 | ||
| September 30, 2020 | |||||
| Foreign | |||||
| Currency | Exchange | Carrying | |||
| (In Thousands) | Rate | Amount | |||
| Financial assets | |||||
| Monetary items | |||||
| USD | $ | 48,308 |
29.1000 |
$ | 1,405,763 |
| CNY | 6,636 | 4.2690 | 28,329 | ||
| JPY | 371 | 0.2760 | 102 | ||
| HKD | 111 | 3.7540 | 417 | ||
| GBP | 3 | 37.3000 | 112 | ||
| EUR | 1 | 34.1500 | 34 | ||
| Non-monetary items | |||||
| USD | 27 | 29.6300 | 802 | ||
| CHF | 584 | 31.1150 | 18,186 | ||
| (Continued) |
- 58 -
| Foreign | |||||
|---|---|---|---|---|---|
| Currency | Exchange | Carrying | |||
| (In Thousands) | Rate | Amount | |||
| Financial liabilities | |||||
| Monetary items | |||||
| USD | $ | 31,322 |
29.1000 |
$ | 911,470 |
| CNY | 1,483 | 4.2690 | 6,331 | ||
| JPY | 1,361 | 0.2760 | 376 | ||
| (Concluded) |
The foreign currency exchange gains (losses) (realized and unrealized) amounted to $3,764 thousand, $6,068 thousand, $(7,343) thousand and $(9,056) thousand for the three months ended September 30, 2021 and 2020 and for the nine months ended September 30, 2021 and 2020, respectively. Due to the diversity of the Group’s assets and liabilities denominated in foreign currencies, it is impractical to disclose foreign currency exchange gains and losses by each significant foreign currency other than those with significant influence.
36. ADDITIONAL DISCLOSURES
-
a. Information about significant transactions and investees and b. Information on investees:
-
1) Financings provided: Table 1 (attached)
-
2) Endorsements/guarantees provided: Table 2 (attached)
-
3) Marketable securities held: Table 3 (attached)
-
4) Marketable securities acquired or disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: No.
-
5) Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital: No.
-
6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital: No.
-
7) Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital: No.
-
8) Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: No.
-
9) Trading in derivative instruments: No.
-
10) Intercompany relationships and significant intercompany transactions: Table 4 (attached)
-
11) Information on investees: Table 5 (attached)
-
59 -
-
c. Information on investments in mainland China
-
1) Information on any investee company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income of investees, investment income or loss, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in the mainland China area: (Table 6)
-
2) Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses: (Table 7)
-
a) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period.
-
b) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period.
-
c) The amount of property transactions and the amount of the resultant gains or losses.
-
d) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes.
-
e) The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to financing of funds.
-
f) Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receipt of services.
-
-
d. Information of major shareholders
:List all shareholders with ownership of 5% or greater showing the name of the shareholder, the number of shares owned, and percentage of ownership of each shareholder (Table 8)
Except for the information disclosed in Tables 1 to 8, there is no further information about other significant transactions.
37. SEGMENT INFORMATION
Information reported to the chief operating decision maker for the purpose of resource allocation and assessment of segment performance focuses on types of goods provided. Since all products have similar economic characteristics and product selling is centralized, the Group reports information as one segment. Thus, the information of the operating segment is the same as that presented in the accompanying financial statements. That is, the revenue by sub-segment and operating results for the nine months ended September 30, 2021 and 2020 are shown in the accompanying consolidated statements of comprehensive income, and the assets by segment as of September 30, 2021 and 2020 are shown in the accompanying consolidated balance sheets.
- 60 -
TABLE 1
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
FINANCINGS PROVIDED
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| No. | Lender | Borrower | Financial Statement Account |
Related Parties |
Highest Balance for the Period |
Ending Balance |
Actual Borrowing Amount |
Interest Rate | Nature of Financing |
Business Transaction Amounts |
Reasons for Short-term Financing |
Allowance for Bad Debt |
Collateral | Collateral | Financing Limit for Each **Borrower ** |
Aggregate Financing Limit |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | |||||||||||||||
| 2 3 4 5 6 7 |
Sunplus Technology (Shanghai) Co., Ltd. Russell Holdings Ltd. Sunplus Venture Capital Co., Ltd. Sunplus Prof-tek Technology (Shenzhen) Lin Shin Investments co., Ltd. Sunplus Technology (Shanghai) Co., Ltd. |
Sunplus APP Technology Sun Media Technology Co., Ltd. Sun Media Technology Co., Ltd. Sunplus APP Technology Sun Media Technology Co., Ltd. Sun Media Technology Co., Ltd. |
Receivables from related parties Receivables from related parties Receivables from related parties Receivables from related parties Receivables from related parties Receivables from related parties |
Yes Yes Yes Yes Yes Yes |
$ 12,275 242,548 158,064 37,045 153,780 130,011 |
$ - 167,100 65,448 - 153,175 130,011 |
$ - 167,100 65,448 - 153,175 130,011 |
1.80% - 0.52% 1.80% 0.52% 1.80% |
Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 |
- - - - - - |
Note 2 Note 3 Note 4 Note 5 Note 6 Note 7 |
$ - - - - |
- - - - - - |
$ - - - - - - |
$ 53,911 (Note 8) 442,278 (Note 9) 348,080 (Note 10) 73,184 (Note 11) 334,800 (Note 12) 323,468 (Note 13) |
$ 53,911 (Note 8) 442,278 (Note 9) 348,080 (Note 10) 73,184 (Note 11) 334,800 (Note 12) 323,468 (Note 13) |
-
Note 1: Short-term financing.
-
Note 2: Sunplus Technology (Shanghai) Co., Ltd. provided funds for the operating needs of Sunplus APP Technology.
-
Note 3: Russell Holdings Ltd. provided funds for the operating needs of Sun Media Technology Co., Ltd.
-
Note 4: Sunplus Venture Capital provided funds for the operating needs of Sun Media Technology Co., Ltd.
-
Note 5: Sunplus Prof-tek Technology (Shenzhen) provided funds for the operating needs of Sunplus APP Technology.
-
Note 6: Lin Shin Investments Co., Ltd. provided funds for the operating needs of Sun Media Technology Co., Ltd.
-
Note 7: Sunplus Technology (Shanghai) Co., Ltd. Provided funds for the operating needs of Sun Media Technology Co., Ltd.
-
Note 8: The total amount of all guarantees issued and the individual amount of each guarantee should not exceed 10% Sunplus Technology (Shanghai) Co., Ltd.’s net equity as of its latest financial statement.
-
Note 9: Russell Holdings Ltd. and the loans are all foreign companies whose parent company directly and indirectly holds 100% of the voting shares. When the short-term financing funds need to be engaged in capital lending, the capital loan and the individual amount and total amount should not exceed the capital loan. The enterprise's net worth should not exceed to 80%, and its period should not exceed more than 2 years.
-
Note 10: The total amount of all guarantees issued and the individual amount of each guarantee should not exceed 40% of Sunplus Venture Capital Co., Ltd.’s net equity as of its latest financial statements.
-
Note 11: The total amount of all guarantees issued and the individual amount of each guarantee should not exceed 10% of net equity of Sunplus Prof-tek Technology (Shenzhen) as of its latest financial statement.
-
Note 12: The total amount of all guarantees issued and the individual amount of each guarantee should not exceed 40% of Lin Shih Investments Co., Ltd.’s net equity as of its latest financial statements.
-
Note 13: Sunplus Technology (Shanghai) Co., Ltd. and the loans are all foreign companies whose parent company directly and indirectly holds 100% of the voting shares. When the short-term financing funds need to be engaged in capital lending, the capital loan and the individual amount and total amount should not exceed the capital loan. The enterprise’s net worth should not exceed to 60%, and its period should not exceed more than 2 years.
-
61 -
TABLE 2
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
ENDORSEMENTS/GUARANTEES PROVIDED FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| No. | Endorser/ Guarantor |
Endorsee/Guarantee | Endorsee/Guarantee | Limits on Endorsement/ Guarantee Given on Behalf of Each Party |
Maximum Balance for the Period |
Ending Balance |
Actual Borrowing Amount |
Value of Collateral Property, Plant, or Equipment |
Percentage of Accumulated Amount of Collateral to Net Equity as of the Latest Financial Statements |
Maximum Collateral/Gua rantee Amounts Allowable |
Provided by the Company |
Guarantee Provided by the Subsidiary |
Guarantee Provided to a Subsidiary Located in Mainland China |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Nature of Relationship |
||||||||||||
| 1 (Note 1) 2 (Note 2) 3 (Note 3) |
Russell Holdings Ltd. Sunplus Technology Sunplus Technology (Shanghai) Co., Ltd. |
Sun Media Technology Co., Ltd. Sun APP Technology Sun APP Technology |
3 (Note 3) 3 (Note 3) 3 (Note 3) |
$ 331,708 (Note 4) 951,498 (Note 5) 53,911 (Note 7) |
$ 167,160 61,512 43,290 |
$ 55,700 - - |
$ - - - |
$ - - - |
10.08 - - |
$ 331,708 (Note 4) 1,902,996 (Note 6) 107,823 (Note 8) |
No Yes No |
No No No |
Yes Yes Yes |
Note 1: Investee.
Note 2: Issuer.
Note 3: Sunplus and its subsidiaries jointly hold more than 50% of the ordinary shares of the endorsee.
- Note 4: Russell Holdings Ltd. and the endorsement guaranty object are the parent company which holds 100% voting rights directly or indirectly. For each transaction entity, the guarantee amount should not exceed 60% of the endorsement/guarantee provider’s net equity, i.e. Russell Holdings Ltd. provider’s latest financial statements.
Note 5: For each transaction entity, the guarantee amount should not exceed 10% of the endorsement/guarantee provider’s net equity based on the provider’s latest financial statements.
Note 6: The guarantee amount should not exceed 20% of the endorsement/guarantee provider’s net equity based on the provider’s latest financial statements.
Note 7: Sunplus Technology (Shanghai) Co., Ltd for each transaction entity, the guarantee amount should not exceed 10% of the endorsement/guarantee provider’s net equity based on the provider’s latest financial statements.
Note 8: Sunplus Technology (Shanghai) Co., Ltd. guarantee amount should not exceed 20% of the endorsement/guarantee provider’s net equity based on the provider’s latest financial statements.
- 62 -
TABLE 3
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
MARKETABLE SECURITIES HELD FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise, U.S. Dollars and Renminbi in Thousands)
| Holding Company Name | Type and Name of Marketable Security | Relationship with the Holding Company |
Financial Statement Account | September 30, 2021 | September 30, 2021 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares or Units (In Thousands) |
Carrying Amount |
Percentage of Ownership (%) |
Market Value or Net Asset Value |
|||||
| Sunplus Technology Company Limited Lin Shin Investment Co., Ltd. |
Taishin 1699 Money Market Fund Taishin ESG Emerging Markets Bond Fund Yuanta USD Money Market Fund PineBridge Global ESG Quantitative Bond Fund Evergreen Steel Co., Ltd. Triknight Capital Corporation Marvest Series 1 Fund Yuanta Emerging Indonesia and India 4 years Bond Fund Taiwan Mask Corp. UPI Semiconductor Corp. A-Spine Asia Co., Ltd. Enterex International Limited - Convertible Bonds Yong Feng Yu Inc. Minton Optic Industry Co., Ltd. Genius Vision Digital Co., Ltd. Sanjet Technology Corporation Lead Sun Corporation Chain Sea Information Integration Co., Ltd. AIII CO., Ltd. GEMFOR Leading Financial Solution Provider Fund Ability Enterprise Co., Ltd. Sunplus Technology Co., Ltd. Prine Rich International Co., Ltd. |
- - - - - - - - ~~-~~ - - - - - - - - - - - - Parent Company - |
Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current |
1,467 972 99 2,894 1,200 29,825 2 1,500 101 200 197 30 493 4,272 300 8 1,000 48 26 13 5,434 3,560 33 |
$ 20,052 9,318 29,327 29,625 60,240 363,239 - 14,546 7,929 115,300 6,980 - 31,123 - - - 31,869 474 431 216 87,212 128,338 2,500 |
- - - - - 5 - - - - - - - 7 4 - 12 - - - 2 1 - |
$ 20,052 9,318 29,327 29,625 60,240 363,239 - 14,546 7,929 115,300 6,980 - 31,123 - - - 31,869 474 431 216 87,212 128,338 2,500 |
Note 3 Note 3 Note 3 Note 3 Note 2 Note 1 Note 1 Note 3 Note 2 Note 4 Note 1 Note 2 Note 2 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 2 Note 2 Note 1 |
(Continued)
- 63 -
| Holding Company Name | Type and Name of Marketable Security | Relationship with the Holding Company |
Financial Statement Account | September 30, 2021 | September 30, 2021 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares or Units (In Thousands) |
Carrying Amount |
Percentage of Ownership (%) |
Market Value or Net Asset Value |
|||||
| Russell Holdings Limited Sunplus Venture Capital Co., Ltd. |
Synerchip Inc. OZ Optics Limited Ortega InfoSystem, Inc. Innobrige International Inc. Ether Precision Inc. Asia Tech Taiwan Venture, L.P. Asia B2B on Line Inc. AMED Ventures I, L.P. Intudo Ventures II, L.P. Gigajot Technology, Inc - Convertible Bonds GeneOne Diagnostics Corporation Eys3d Microelectronics, Inc. Charles Schwab - Money Fund Taiwan Mask Corp. eWave System, Inc. VenGlobal International Fund Book4u Company Limited Sanjet Technology Corp. Simple Act Inc. Minton Optic Industry Co., Ltd. Genius Vision Digital Co., Ltd. CYBERON Corporation Grand Fortune Venture Capital Co., Ltd. Huijia Health Life Technology |
- - - - - - - - - - - - - - - - - - - - - - - - |
Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL- non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current |
6,452 1,000 2,557 4,000 1,250 - 1,000 - - - 1,710 1,190 - 108 1,833 1 9 49 1,900 5,000 375 865 5,000 1,049 |
$ - - - - - - - 13,626 100,574 139,250 4,499 13,925 1,892 8,478 - - - - - - - 29,590 72,668 12,570 |
12 8 - 15 1 5 3 2 6 - 13 2 - - 22 - - - 10 8 5 8 7 5 |
$ - - - - - - - 13,626 100,574 139,250 4,499 13,925 1,892 8,478 - - - - - - - 29,590 72,668 12,570 |
Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 2 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 |
(Continued)
- 64 -
| Holding Company Name | Type and Name of Marketable Security | Relationship with the Holding Company |
Financial Statement Account | September 30, 2021 | September 30, 2021 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares or Units (In Thousands) |
Carrying Amount |
Percentage of Ownership (%) |
Market Value or Net Asset Value |
|||||
| Sunplus Venture Capital Co., Ltd. Wei-Young Investment Inc. Sunplus Technology (Shanghai) Co., Ltd. Generalplus Technology Inc. Sunplus Innovation Technology Inc. |
San Neng Group Holding Co., Ltd. Raynergy Tek Inc. Fuyou Venture Capital Limited Partnership CDIB Capital Growth Partners L.P. TIEF Fund I, L.P. Intudo Ventures I, L.P. Promise Technology Inc. Feature Integration Technology Inc. Qun-Kin Venture Capital Neuchips Corporation Protect Life International Biomedical Inc. Asia Electronic Material Co., Ltd. Shenmao Technology Inc. Excel Cell Electronic Co., Ltd. Everlight Electronic Co., Ltd. Nova Technology Corp. Topoint Technology Co., Ltd. Subtron Technology Co., Ltd. GF Live Treasury Currency B GF Every Day The Red Haired Type Money Market Fund B Chongqing CYIT Communication Technology Co., Ltd. Ready Sun Investment Group Fund Xiamen Xm-plus Technology Ltd. Yuanta De-Li Money Market Fund Mega Diamond Money Market Fund Yuanta De-Bao Money Market Fund Yuanta Wan Tai Money Market Fund Fuh Hwa You Li Money Market Fund Taishin Ta-Chong Money Market Fund Taishin 1699 Money Market Fund Fuh Hwa Money Market Fund Advanced Silicon SA |
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - |
Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTOCI - non-current |
900 5,691 3,500 - - - 962 1,247 3,000 2,100 1,564 800 500 400 500 20 400 124 5,800 2,717 - - - 6,688 8,702 23,108 3,933 6,658 9,765 5,877 6,869 1,000 |
$ 43,650 82,968 36,508 94,943 39,946 63,679 9,642 60,730 21,436 42,000 690 16,120 26,600 10,100 23,850 2,850 15,960 3,928 25,122 11,802 - 40,846 66,862 110,102 110,272 280,168 60,069 90,501 140,065 80,339 100,016 14,332 |
1 15 10 2 7 8 - 4 6 4 4 - - - - - - - - - 3 16 3 - - - - - - - - 10 |
$ 43,650 82,968 36,508 94,943 39,946 63,679 9,642 60,730 21,436 42,000 690 16,120 26,600 10,100 23,850 2,850 15,960 3,928 25,122 11,802 - 40,846 66,862 110,102 110,272 280,168 60,069 90,501 140,065 80,339 100,016 14,332 |
Note 2 Note 1 Note 1 Note 1 Note 1 Note 1 Note 1 Note 4 Note 1 Note 1 Note 1 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 4 Note 3 Note 3 Note 1 Note 1 Note 1 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 1 |
(Continued)
- 65 -
| Holding Company Name | Type and Name of Marketable Security | Relationship with the Holding Company |
Financial Statement Account | September 30, 2021 | September 30, 2021 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares or Units (In Thousands) |
Carrying Amount |
Percentage of Ownership (%) |
Market Value or Net Asset Value |
|||||
| Sunplus Innovation Technology Inc. Sunext Technology Co., Ltd. Jslilicon Technology Co., Ltd. (Ru Dong) Magic Sky Limited Giant Rock Inc. |
Advanced NuMicro System, Inc. PointGrab Ltd. Evergreen Steel Co., Ltd. GF Live Treasury Currency A GF Every Day The Red Haired Type Money Market Fund B GF Purse Money Market Fund A GTA Co., Ltd. Xiamen Xm-plus Technology Ltd. |
- - - - - - - - |
Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTPL - non-current Financial assets at FVTPL - non-current |
2,000 182 750 580 580 599 1,413 - |
$ - - 37,650 2,549 2,552 2,585 - 272,242 |
8 1 - - - - - 12 |
$ - - 37,650 2,549 2,552 2,585 - 272,242 |
Note 1 Note 1 Note 2 Note 3 Note 3 Note 3 Note 1 Note 1 |
Note 1: The market value was based on the carrying amount as of September 30, 2021. Note 2: The market value was based on the closing price as of September 30, 2021. Note 3: The market value was based on the net asset value of the fund as of September 30, 2021. Note 4: The market value was based on the average quoted price as of September 30, 2021.
(Conclude)
- 66 -
TABLE 4
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Company Name | Counterparty | Flow of Transactions (Note 5) |
Intercompany Transactions | Intercompany Transactions | Intercompany Transactions | |
|---|---|---|---|---|---|---|
| Financial Statement Account Item | Amount | Terms | Percentage of Consolidated Total Gross Sales or Total Assets |
|||
| Sunplus Technology Co., Ltd. | Generalplus Technology Inc. | 1 | Sales Notes and accounts receivable Non-operatingincome |
$ 5,092 1,270 2 |
Note 1 Note 1 Note 2 |
0.09% 0.01% - |
| Sunext Technology Co., Ltd. | 1 | Sales Non-operating income Notes and accounts receivable Other receivable |
100 2,316 18 154 |
Note 1 Note 2 Note 1 Note3 |
- 0.04% - - |
|
| Sunplus Innovation Technology Inc. | 1 | Sales Non-operating income Notes and accounts receivable Other receivables |
300 2,691 74 237 |
Note 1 Note 2 Note 1 Note 3 |
0.01% 0.05% - - |
|
| Jumplux Technology Co., Ltd. | 1 | Sales Non-operating income Notes and accounts receivable Other receivables |
2,502 10,234 298 887 |
Note 1 Notes 2 and 4 Note 1 Note 3 |
0.04% 0.17% - 0.01% |
|
| GenkiTek Technology Co., Ltd. | 1 | Other receivables Non-operatingincome |
109 916 |
Note 3 Note 2 |
- 0.02% |
|
| Chongqing CQPlus1 Technology Co.,Ltd. | 1 | Cost ofgoods sold | 17,715 | Note 2 | 0.30% | |
| Sunplus Innovation Technology Inc. | Sun Media Technology Co., Ltd. | 2 | Other accrued expenses Sellingand marketingexpenses |
1,235 3,707 |
Note 3 Note 2 |
0.01% 0.06% |
| Worldplus Technology (Shenzhen) | 2 | Selling and marketing expenses Other accrued expenses |
19,942 6,098 |
Note 2 Note3 |
0.34% 0.04% |
|
| Generalplus Technology Inc. | Generalplus Technology (H.K.) Inc. | 2 | Selling and marketing expenses Other accrued expenses |
13,073 5,678 |
Note 2 Note3 |
0.22% 0.04% |
| Generalplus Technology (Shenzhen) Inc. | 2 | Sales Research and development expenses Accounts receivable Other accrued expenses |
10,903 36,219 4,638 5,475 |
Note 2 Note 2 Note 3 Note3 |
0.18% 0.61% 0.03% 0.04% |
|
| Sunplus Innovation TechnologyInc, | 2 | Sales | 858 | Note 1 | 0.01% | |
| Sunplus Technology (Shanghai) Co., Ltd. | SunMedia Technology Co., Ltd. | 2 | Other accrued expenses Other receivables Interest revenue Research and development expenses |
76 130,011 538 77 |
Note 3 Note 3 Note 2 Note 2 |
- 0.87% 0.01% - |
| Jumplux Technology Co., Ltd. | 2 | Sales Accounts receivable |
341 167 |
Note 1 Note 1 |
0.01% - |
(Continued)
- 67 -
| Company Name | Counterparty | Flow of Transactions (Note 5) |
Intercompany Transactions | Intercompany Transactions | Intercompany Transactions | |
|---|---|---|---|---|---|---|
| Financial Statement Account Item | Amount | Terms | Percentage of Consolidated Total Gross Sales or Total Assets |
|||
| Lin Shin Investment Co., Ltd. | Sun Media Technology Co., Ltd. | 2 | Other receivables Interest revenue |
$ 153,206 512 |
Note 3 Note 2 |
1.03% 1.01% |
| Sunplus Venture Capital Co., Ltd. | Sun Media Technology Co., Ltd. | 2 | Other receivables Interest revenue |
65,457 544 |
Note 3 Note 2 |
0.44% 0.01% |
| Russell Holdings Limited | Sun Media Technology Co.,Ltd. | 2 | Other receivables | 167,100 | Note3 | 1.21% |
| Sunplus App Technology | Sunplus Technology (Beijing) | 2 | Management expenses Refundable deposits Other accrued expenses |
285 33 138 |
Note 2 Note 2 Note 2 |
- - - |
| Sunplus Prof-tek Technology (Shenzhen) | Worldplus Technology (Shenzhen) | 2 | Non-operatingincome | 5,541 | Note 2 | 0.09% |
| Sunplus APP Technology | 2 | Interest revenue | 1,166 | Note 2 | 0.02% | |
| Sun Media Technology Co., Ltd. | Sunplus Technology (Beijing) | 2 | Research and development expense Accounts payable |
4,358 1,424 |
Note 2 Note 3 |
0.07% 0.01% |
Note 1: The transactions were based on normal commercial prices and terms.
Note 2: The prices were based on negotiations; the payment period and related terms were not comparable to market terms.
Note 3: The transaction payment terms were similar to normal commercial terms.
Note 4: Lease transaction terms were based on negotiations, and were thus not comparable to market terms. The transactions between the Company and counterparty were made under normal terms.
Note 5: 1 - From parent company to subsidiary.
2 - Between subsidiaries.
(Concluded)
- 68 -
TABLE 5
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE SEPTEMBER 30, 2021
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise, U.S. Dollars and Renminbi in Thousands)
| Investor | Investee | Location | Main Businesses and Products | Investment Amount | Investment Amount | **Balance as of September ** | **Balance as of September ** | 30, 2021 | Net Income (Loss) of the Investee |
Investment Gain (Loss) |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30, 2021 |
December 31, 2020 |
Shares (In Thousands) |
Percentage of Ownership (%) |
Carrying Amount |
|||||||
| Sunplus Technology Company Limited Lin Shin Investment Co., Ltd. Sunplus Venture Capital Co., Ltd. Russell Holdings Limited Ventureplus Group Inc. Ventureplus Mauritius Inc. Generalplus Technology Inc. Generalplus International (Samoa) Inc. Generalplus (Mauritius) Inc. |
Ventureplus Group Inc. Award Glory Ltd. Global View Co., Ltd. Lin Shin Investment Co., Ltd. Generalplus Technology Inc. Sunplus Venture Capital Co., Ltd. Sunplus Innovation Technology Inc. Russell Holdings Limited iCatch Technology, Inc. Sunext Technology Co., Ltd. Sunplus mMedia Inc. Sunplus Management Consulting Inc. Sunplus Technology (H.K.) Co., Ltd. Magic Sky Limited Sunplus mMobile Inc. Wei-Young Investment Inc. Jumplux Technology Co., Ltd. AkiraNET Co., Ltd. Generalplus Technology Inc. Sunplus Innovation Technology Inc. iCatch Technology, Inc. Sunplus mMedia Inc. GlintMed Innovation Co., Ltd. Jumplux Technology Co., Ltd. Sunplus Innovation Technology Inc. iCatch Technology, Inc. Sunplus mMedia Inc. GenkiTek Technology Co., Ltd. GlintMed Innovation Co., Ltd. Autosys Co., Ltd. Ventureplus Mauritius Inc. Ventureplus Cayman Inc. Generalplus International (Samoa) Inc. Generalplus (Mauritius) Inc. Generalplus Technology (Hong Kong) Co., Ltd. |
Belize Belize Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Cayman Islands, British West Indies Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Kowloon Bay, Hong Kong Samoa Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Taipei, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Hsinchu, Taiwan Taipei, Taiwan Hsinchu, Taiwan Cayman Islands, British West Indies Mauritius Cayman Islands, British West Indies Samoa Mauritius Hong Kong |
Investment Investment Consumer electronics, components and rental of buildings Investment Design of ICs Investment Design of ICs Investment Design of ICs Design of ICs Design of ICs Management International trade Investment Design of ICs Investment Design of ICs Information software service Design of ICs Design of ICs Design of ICs Design of ICs Investment management consultant Design of ICs Design of ICs Design of ICs Design of ICs Software development Investment management consultant Investment Investment Investment Investment Investment Sales |
$ 2,240,909 ( US$ 74,605 RMB$ 37,900 ) 269,703 ( US$ 7,072 RMB$ 16,900 ) 315,658 699,988 281,001 829,982 366,414 837,171 ( US$ 30,060 ) 207,345 983,237 407,565 5,000 39,604 ( HK$ 11,075 ) 287,969 ( US$ 10,240 ) 2,596,792 70,157 132,000 174,000 86,256 15,701 9,645 19,408 1,250 101,000 60,588 33,439 44,878 20,000 1,250 69,625 ( US$ 2,500 ) 2,240,909 ( US$ 74,605 RMB$ 37,900 ) 2,240,909 ( US$ 74,605 RMB$ 37,900 ) 531,657 ( US$ 19,090 ) 531,657 ( US$ 19,090 ) 10,862 ( US$ 390 ) |
$ 2,240,909 ( US$ 74,605 RMB$ 37,900 ) 217,830 ( US$ 5,642 RMB$ 14,100 ) 315,658 699,988 281,001 829,982 382,894 699,314 ( US$ 25,110 ) 207,345 983,237 407,565 5,000 39,604 ( HK$ 11,075 ) 285,184 ( US$ 10,240 ) 2,596,792 70,157 132,000 - 86,256 15,701 9,645 19,408 1,250 101,000 57,388 33,439 44,878 20,000 1,250 69,625 ( US$ 2,500 ) 2,240,909 ( US$ 74,605 RMB$ 37,900 ) 2,240,909 ( US$ 74,605 RMB$ 37,900 ) 531,657 ( US$ 19,090 ) 531,657 ( US$ 19,090 ) 10,862 ( US$ 390 ) |
- - 8,229 70,000 37,324 83,000 29,266 30,060 20,735 58,778 22,441 500 11,075 - 16,240 5,400 13,200 17,400 14,892 1,075 965 650 125 10,100 2,924 3,332 1,909 2,000 125 5,000 - - 19,090 19,090 - |
100 100 13 100 34 100 52 100 29 93 90 100 100 100 100 100 55 35 14 2 1 3 13 42 6 4 8 63 13 16 100 100 100 100 100 |
$ 1,514,123 376,297 336,622 924,326 790,158 1,029,553 1,198,588 693,657 275,162 249,854 23,277 3,418 26 1,301 29,342 97,527 (17,870 ) 199,004 316,551 41,794 13,802 5,338 862 (13,672 ) 120,726 47,670 427 8,945 862 68,291 1,526,688 1,526,668 501,881 504,684 11,028 |
$ 65,367 83,183 112,970 200,017 492,878 97,546 485,537 29,655 110,403 41,201 (56 ) (160 ) (4 ) (3,866 ) (64 ) 42,986 (14,234 ) (26,131 ) 492,878 485,537 110,403 (56 ) (1,616 ) (14,234 ) 485,537 110,403 (56 ) (9,717 ) (1,616 ) (11,650 ) 65,367 65,367 13,757 13,757 5,201 |
$ 65,367 83,183 14,757 198,147 169,060 97,546 275,945 29,655 29,013 38,132 (50 ) (160 ) (4 ) (3,866 ) (64 ) 42,986 (7,829 ) (9,039 ) 67,454 9,951 1,470 (1 ) (202 ) (5,990 ) 26,921 5,077 (4 ) (6,073 ) (202 ) (1,895 ) 65,367 65,367 13,757 13,757 5,201 |
Subsidiary Subsidiary Investee Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary (Note 2) Investee Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Investee Subsidiary Subsidiary Investee Subsidiary Investee Subsidiary Subsidiary Investee Subsidiary Subsidiary Investee Investee Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary |
(Continued)
- 69 -
| Investor | Investee | Location | Main Businesses and Products | Investment Amount | Investment Amount | **Balance as of September ** | **Balance as of September ** | 30, 2021 | Net Income (Loss) of the Investee |
Investment Gain (Loss) |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30, 2021 |
December 31, 2020 |
Shares (In Thousands) |
Percentage of Ownership (%) |
Carrying Amount |
|||||||
| Award Glory Ltd. Sunny Fancy Ltd. |
Sunny Fancy Ltd. Giant Kingdom Ltd. Giant Rock Inc. Worldplus Holdings L.L.C. Giant Best Ltd. |
Seychelles Seychelles Anguilla America Seychelles |
Investment Investment Investment Investment Investment |
$ 269,703 ( US$ 7,072 RMB$ 16,900 ) 21,498 ( US$ 772 ) 147,950 ( US$ 2,700 RMB$ 16,900 ) 100,260 ( US$ 3,600 ) (Note 3) |
$ 217,830 ( US$ 5,642 RMB$ 14,100 ) 21,498 ( US$ 772 ) 96,066 ( US$ 1,270 RMB$ 14,100 ) 100,296 ( US$ 3,600 ) (Note 3) |
- - - - (Note 3) |
100 100 100 100 (Note 3) |
$ 376,297 294 275,662 100,341 (Note 3) |
$ 83,183 (7 ) 86,550 (3,360 ) (Note 3) |
$ 83,183 (7 ) 86,550 (3,360 ) (Note 3) |
Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary |
Note 1: The initial exchange rate was based on the exchange rate as of September 30, 2021
Note 2: The amount of remittances in this period has not completed registration of capital changes.
Note 3: The establishment registration has been completed at the end of September 2021, but the actual remittance has not been completed yet.
(Concluded)
- 70 -
TABLE 6
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise, U.S. Dollars and Renminbi in Thousands)
| Investee Company Name | Main Businesses and Products | Main Businesses and Products | Total Amount of Paid-in Capital |
Investment Type | Accumulated Outflow of Investment from Taiwan as of January 1, 2021 |
Investment Flows | Investment Flows | Investment Flows | Accumulated Outflow of Investment from Taiwan as of September 30, 2021 |
% Ownership of Direct or Indirect Investment |
Net Income (Loss) of the investee |
Investment Loss (Note 2) |
Carrying Value as of September 30, 2021 |
Accumulated Inward Remittance of Earnings as of September 30, 2021 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outflow | Inflow | |||||||||||||
| Sunplus Technology (Shanghai) Co., Ltd. Sunplus Prof-tek (Shenzhen) Co., Ltd. SunMedia Technology Co., Ltd. Sunplus App Technology Co., Ltd. Beijing Sunplus EHue Tech Co., Ltd. JSilicon Technology Co., Ltd. (Ru Domg) Worldplus Technology (Shenzhen) Co., Ltd. Chongqing CQPlus1 Technology Co., Ltd. |
Software development, consumer technological services and rental building Software development, consumer technological services and rental building and property management. Software development, consumer technological services and rental building Sale of electronic components and information management and education Software development, consumer technological services and rental building Software development and IC design Software development, consumer technological services and rental building and property management. Software development and IC design |
$ 479,020 (US$ 17,200) 898,163 (US$ 32,250) 557,000 (US$ 20,000) 107,895 (RMB 39,000) 116,235 (RMB 27,000) 86,100 (RMB 20,000) 81,963 (RMB 19,039) 129,150 (RMB 30,000) |
Note 1 Note 1 Note 1 Note 1 Note 1 Note 4 Note 6 Note 5 |
$ 491,692 (US$ 17,655) 898,163 (US$ 32,250) 557,000 (US$ 20,000) 111,891 (US$ 586 RMB 22,200) 116,235 (RMB 27,000) - 100,260 (US$ 3,600) - |
$ - - - 50,799 (RMB 11,800) - - - - |
$ - - - - - - - - |
$ 491,692 (US$ 17,655) 898,163 (US$ 32,250) 557,000 (US$ 20,000) 162,690 (US$ 586 RMB 34,000) 116,235 (RMB 27,000) - 100,260 (US$ 3,600) - |
100% 100% 100% 97% 100% 100% 100% 100% |
$ 90,392 (6,589) 8,195 (51,700) (605) 290 (2,361) (17,318) |
$ 90,392 (Note 2) (6,589) (Note 2) 8,195 (Note 3) (49,850) (Note 3) (605) (Note 3) 290 (Note 3) (3,360) (Note 3) (17,318) (Note 3) |
$ 539,113 731,840 199,616 3,739 50,379 27,162 100,341 62,680 |
$ - - - - - - - - |
||
| Accumulated Investment in Mainland China as of September 30, 2021 |
Investment Amounts Authorized by the Investment Commission, MOEA | Limit on Investment | ||||||||||||
| $ 2,495,220 ( US$ 79,872 RMB 62,900) |
$ 2,496,358 ( US$ 80,052 RMB 62,000) |
$ 5,708,987 | ||||||||||||
| Sunplus Venture Capital Co., Ltd. | ||||||||||||||
| Accumulated Investment in Mainland China as of September 30, 2021(Note 7) |
Investment Amounts Authorized by Investment Commission, MOEA(Note 8) |
Limit on Investment | ||||||||||||
| $ 55,895 ( US$ 2,007) |
$ 55,895 ( US$ 2,007) |
$ 522,119 |
(Continued)
- 71 -
(Concluded)
Generalplus Technology (Nature of Relationship: 1)
| Investee Company Name |
Main Businesses and Products | Main Businesses and Products | Total Amount of Paid-in Capital |
Investment Type (e.g., Direct or Indirect) |
Accumulated Outflow of Investment from Taiwan as of January 1, 2021 |
Investment Flows | Investment Flows | Investment Flows | Accumulated Outflow of Investment from Taiwan as of September 30, 2021 |
% Ownership of Direct or Indirect Investment |
Net Loss of the investee |
Investment Loss (Note 2) |
Carrying Value as of September 30, 2021 |
Accumulated Inward Remittance of Earnings as of September 30, 2021 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outflow | Inflow | |||||||||||||
| Generalplus Shenzhen | Design of ICs, after sales service and marketing research |
$ 520,795 (US$ 18,700) |
(Note 1) | $ 520,795 (US$ 18,700) |
$ | - | $ - | $ 520,795 (US$ 18,700) |
100% | $ 8,556 | $ 8,556 | $ 493,636 | $ - | |
| Accumulated Investment in Mainland China as of September 30, 2021 |
Investment Amount Authorized by the Investment Commission, MOEA | Limit on Investment | ||||||||||||
| $ 520,795 ( US$ 18,700) |
$ 520,795 ( US$ 18,700) |
$ 1,399,601 |
Note 1: Indirect investment in a company located in mainland China through investment in a company located in a third country.
Note 2: Based on the reviewed financial statements of investees in the same period.
Note 3: Based on the financial statements which had not been reviewed in the same period.
Note 4: Sunplus Technology (Shanghai) Co., Ltd.’s indirect investment in a company located in mainland China.
Note 5: Shanghai Sunplus Technology Co., Ltd. and Sunplus Prof-tek (Shenzhen) Co., Ltd. reinvested in a company located in mainland China.
Note 6: It is a company located in mainland China that acquired the investment of the third regional investment company on September 2, 2019.
Note 7: The Ministry of Economic Affairs approved an investment in the shares of San Neng Group Holding Co., Ltd., which is accounted for under the financial assets at fair value through profit or loss- non-current.
Note 8: The original foreign currency was derived from the exchange rate on September 30, 2021.
- 72 -
TABLE 7
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
SIGNIFICANT TRANSACTIONS WITH INVESTEE COMPANIES IN MAINLAND CHINA, EITHER DIRECTLY OR INDIRECTLY THROUGH A THIRD PARTY, AND THEIR PRICES, PAYMENT TERMS, AND UNREALIZED GAINS OR LOSSES
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Investee Company | Transaction Type | Research and Development Expense |
Research and Development Expense |
Price | Transaction Details | Transaction Details | Notes/Trade Receivables (Payables) |
Notes/Trade Receivables (Payables) |
Unrealized (Gain) Loss |
Note |
|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Payment Terms | Comparison with Market Transactions |
Ending Balance | % |
|||||
| Generalplus Technology (Shenzhen) Corp. |
Development and processing services Sales |
$ 36,219 10,903 |
8.67 0.42 |
Based on contract Based on contract |
Based on contract Based on contract |
Not comparable with market transactions Not comparable with market transactions |
$ 5,475 4,638 |
48.93 100.00 |
$ - 2,660 |
NA NA |
- 73 -
TABLE 8
SUNPLUS TECHNOLOGY COMPANY LIMITED AND SUBSIDIARIES
INFORMATION OF MAJOR SHAREHOLDERS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Name of Major Shareholder | Shares | |
|---|---|---|
| Number of Shares | Percentage of Ownership (%) |
|
| Chou-chye, Huang | 92,737,817 | 15.66 |
-
Note 1: The information of major shareholder in this table is calculated by TDCC on the last business day at the end of the quarter, and the total number of ordinary shares and special shares held by the shareholders who have completed the delivery of the company which is not physical registration (including treasury shares) is more than 5% . The share capital recorded in the company's consolidated financial report and the actual number of shares delivered without physical registration may be different or different due to the basis of preparation and calculation.
-
Note 2: If the above information is a shareholder's shareholding trust, the trustee will open a trust account to set up a separate account. As for shareholders who deal with the distribution of insider shares with a shareholding ratio of more than 10% in accordance with the Securities Exchange Act, their shareholdings include their shareholdings, including their delivery of trusts and shares that have the right to make decisions on trust property, etc. Refer to Market Observation Post System website.
-
74 -