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TWM — Interim / Quarterly Report 2021
Nov 5, 2021
52277_rns_2021-11-05_300e7dcd-0355-4ab2-b0fd-f9fb74fff931.pdf
Interim / Quarterly Report
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Taiwan Mobile Co., Ltd. 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 Stockholders Taiwan Mobile Co., Ltd.
Introduction
We have reviewed the accompanying consolidated balance sheets of Taiwan Mobile Co., Ltd. and its subsidiaries (collectively, the “Group”) as of September 30, 2021 and 2020, the consolidated statements of comprehensive income for the three months and 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. 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 Financial Supervisory Commission of Taiwan, the Republic of China. Our responsibility is to express a conclusion on the accompanying consolidated financial statements based on our reviews.
Scope of Review
We conducted our reviews in accordance with the 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.
Conclusion
Based on our reviews, nothing has come to our attention that caused us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as of September 30, 2021 and 2020, and of 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 then ended 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 Financial Supervisory Commission of Taiwan, the Republic of China.
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The engagement partners on the reviews resulting in this independent auditors’ review report are Pei-De Chen and Kwan-Chung Lai.
Deloitte & Touche Taipei, Taiwan Republic of China November 4, 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 Taiwan, the Republic of China (ROC) and not those of any other jurisdictions. The standards, procedures and practices to review such consolidated financial statements are those generally accepted and applied in the ROC.
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 ROC. 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 auditors’ review report and consolidated financial statements shall prevail.
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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In Thousands of New Taiwan Dollars)
| ASSETS CURRENT ASSETS Cash and cash equivalents (Notes 6 and 29) Financial assets at fair value through other comprehensive income (Note 7) Contract assets (Note 22) Notes and accounts receivable, net (Note 8) Notes and accounts receivable due from related parties (Note 29) Other receivables (Note 29) Inventories (Note 9) Prepayments (Note 29) Non-current assets held for sale Other financial assets (Notes 29 and 30) Other current assets Total current assets NON-CURRENT ASSETS Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income (Note 7) Contract assets (Note 22) Investments accounted for using equity method (Notes 10 and 29) Property, plant and equipment (Notes 12 and 29) Right-of-use assets (Notes 13 and 29) Investment properties (Note 14) Concessions (Notes 15 and 30) Goodwill (Note 15) Other intangible assets (Note 15) Deferred tax assets Incremental costs of obtaining a contract (Note 22) Other financial assets (Notes 29 and 30) Other non-current assets (Notes 16 and 29) Total non-current assets |
September 30, 2021 (Reviewed) |
December 31, 2020 (Audited) |
September 30, 2020 (Reviewed) |
|||
|---|---|---|---|---|---|---|
| Amount % $ 12,665,369 7 259,353 - 4,421,801 2 7,153,102 4 383,945 - 1,937,216 1 6,274,532 3 760,761 1 - - 663,538 - 128,481 - 34,648,098 18 36,557 - 3,534,785 2 5,003,549 3 1,720,813 1 43,679,063 23 9,152,625 5 2,612,460 1 61,572,250 33 15,819,108 8 5,040,336 3 720,398 1 1,766,592 1 356,141 - 1,839,566 1 152,854,243 82 |
Amount % $ 10,777,791 6 245,446 - 4,617,051 3 7,638,043 4 186,903 - 1,348,704 1 5,766,264 3 652,375 - 23,005 - 677,891 - 159,321 - 32,092,794 17 - - 2,289,746 1 3,753,081 2 1,966,894 1 42,479,314 23 9,011,290 5 2,626,185 2 64,803,445 35 15,819,108 9 5,143,958 3 883,367 - 1,771,884 1 355,432 - 1,588,104 1 152,491,808 83 |
Amount % $ 10,458,046 6 1,610,652 1 4,610,329 3 7,277,145 4 168,665 - 1,387,608 1 4,885,413 3 817,885 - 30,615 - 677,356 - 126,421 - 32,050,135 18 - - 1,948,156 1 3,100,897 2 1,848,260 1 38,592,413 21 9,010,505 5 2,770,780 2 65,879,630 36 15,832,440 9 5,275,420 3 768,906 - 1,780,975 1 307,067 - 1,571,058 1 148,686,507 82 |
TOTAL $ 187,502,341 100 $ 184,584,602 100 $ 180,736,642 100
| LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Note 17) Short-term notes and bills payable (Note 17) Contract liabilities (Note 22) Notes and accounts payable Notes and accounts payable due to related parties (Note 29) Other payables (Note 29) Current tax liabilities Provisions (Note 19) Lease liabilities (Notes 13, 26 and 29) Advance receipts Long-term liabilities, current portion (Notes 17 and 18) Other current liabilities (Note 29) Total current liabilities NON-CURRENT LIABILITIES Contract liabilities (Note 22) Bonds payable (Note 18) Long-term borrowings (Note 17) Provisions (Note 19) Deferred tax liabilities Lease liabilities (Notes 13, 26 and 29) Net defined benefit liabilities Guarantee deposits Other non-current liabilities Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT (Note 21) Common stock Capital collected in advance Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Other equity interests Treasury stock Total equity attributable to owners of the parent NON-CONTROLLING INTERESTS (Note 21) Total equity TOTAL |
September 30, 2021 (Reviewed) |
December 31, 2020 (Audited) |
September 30, 2020 (Reviewed) |
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|---|---|---|---|---|---|---|
| Amount % $ 22,350,000 12 6,297,432 3 1,735,296 1 11,872,799 6 325,273 - 9,136,680 5 1,812,314 1 67,401 - 3,585,927 2 519,116 - 837,913 1 2,727,180 2 61,267,331 33 89,895 - 37,473,965 20 8,627,560 4 1,482,671 1 1,156,903 1 5,590,377 3 506,527 - 1,225,937 1 518,644 - 56,672,479 30 117,939,810 63 35,124,215 19 10,986 - 16,434,197 9 31,500,472 17 2,449,739 1 8,526,682 4 (1,932,150) (1) (29,717,344) (16) 62,396,797 33 7,165,734 4 69,562,531 37 $ 187,502,341 100 |
Amount % $ 9,800,000 5 14,195,385 8 1,892,749 1 9,625,964 5 160,556 - 11,153,442 6 2,192,429 1 68,531 - 3,505,968 2 99,944 - 2,935,405 2 2,901,946 2 58,532,319 32 102,767 - 34,973,223 19 8,780,081 5 1,449,171 1 1,063,734 - 5,530,987 3 534,071 - 1,165,500 1 462,537 - 54,062,071 29 112,594,390 61 35,124,215 19 - - 18,936,574 10 30,170,398 16 - - 13,300,996 7 (2,449,739) (1) (29,717,344) (16) 65,365,100 35 6,625,112 4 71,990,212 39 $ 184,584,602 100 |
Amount % $ 15,100,000 8 17,289,545 10 1,701,749 1 8,396,236 5 138,601 - 10,385,029 6 1,395,178 1 60,335 - 3,466,731 2 198,275 - 2,303,351 1 2,472,973 1 62,908,003 35 51,588 - 35,602,395 20 2,383,511 1 1,501,571 1 1,042,650 - 5,518,479 3 493,079 - 1,153,460 1 462,537 - 48,209,270 26 111,117,273 61 35,093,765 19 30,450 - 18,937,441 10 30,170,398 17 - - 10,329,388 6 (1,496,880) (1) (29,717,344) (16) 63,347,218 35 6,272,151 4 69,619,369 39 $ 180,736,642 100 |
The accompanying notes are an integral part of the consolidated financial statements.
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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)
| OPERATING REVENUE (Notes 22, 29 and 34) OPERATING COSTS (Notes 9, 29, 32 and 34) GROSS PROFIT FROM OPERATIONS OPERATING EXPENSES (Notes 29, 32 and 34) Marketing Administrative Research and development Expected credit loss Total operating expenses OTHER INCOME AND EXPENSES, NET (Note 29) OPERATING INCOME (Note 34) NON-OPERATING INCOME AND EXPENSES Interest income Other income Other gains and losses, net (Note 23) Finance costs (Note 23) Share of profit (loss) of associates accounted for using equity method Total non-operating income and expenses PROFIT BEFORE TAX INCOME TAX EXPENSE (Note 24) NET PROFIT OTHER COMPREHENSIVE INCOME (LOSS) (Notes 21 and 24) Items that will not be reclassified subsequently to profit or loss: Unrealized gain (loss) on investments in equity instruments at fair value through other comprehensive income Share of other comprehensive income of associates accounted for using equity method Items that may be reclassified subsequently to profit or loss: Exchange differences on translation Share of other comprehensive income (loss) of associates accounted for using equity method Other comprehensive income (loss) (after tax) TOTAL COMPREHENSIVE INCOME NET PROFIT ATTRIBUTABLE TO: Owners of the parent Non-controlling interests TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO: Owners of the parent Non-controlling interests EARNINGS PER SHARE (Note 25) Basic earnings per share Diluted earnings per share |
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 % $ 37,389,642 100 29,575,930 79 7,813,712 21 2,352,855 6 1,361,128 4 60,404 - 53,118 - 3,827,505 10 231,682 - 4,217,889 11 14,176 - 20,017 - (32,957 ) - (155,279 ) - (6,726) - (160,769) - 4,057,120 11 826,959 2 3,230,161 9 (76,024 ) - 12,592 - (10,060 ) - 1,163 - (72,329) - $ 3,157,832 9 $ 2,837,196 8 392,965 1 $ 3,230,161 9 $ 2,766,537 8 391,295 1 $ 3,157,832 9 $ 1.00 $ 1.00 |
Amount % $ 31,242,977 100 23,724,197 76 7,518,780 24 2,435,714 8 1,259,265 4 54,333 - 50,309 - 3,799,621 12 123,599 - 3,842,758 12 14,548 - 97,752 - (7,071 ) - (157,022 ) - 16,649 - (35,144) - 3,807,614 12 743,749 2 3,063,865 10 (232,829 ) (1 ) 2,431 - 7,601 - (3,164) - (225,961) (1) $ 2,837,904 9 $ 2,818,867 9 244,998 1 $ 3,063,865 10 $ 2,588,119 8 249,785 1 $ 2,837,904 9 $ 1.01 $ 1.00 |
Amount % $111,123,426 100 87,894,216 79 23,229,210 21 7,142,290 6 4,005,409 4 177,634 - 178,035 - 11,503,368 10 389,277 - 12,115,119 11 41,024 - 22,610 - 119,386 - (463,057 ) - (8,848) - (288,885) - 11,826,234 11 1,993,784 2 9,832,450 9 561,330 - 23,059 - (34,908 ) - (1,221) - 548,260 - $ 10,380,710 9 $ 8,509,716 8 1,322,734 1 $ 9,832,450 9 $ 9,049,342 8 1,331,368 1 $ 10,380,710 9 $ 3.02 $ 3.01 |
Amount % $ 94,437,295 100 70,714,635 75 23,722,660 25 7,346,778 8 3,878,281 4 157,913 - 134,523 - 11,517,495 12 252,270 - 12,457,435 13 50,537 - 116,055 - 32,267 - (459,372 ) - 68,475 - (192,038) - 12,265,397 13 2,322,095 2 9,943,302 11 (788,950 ) (1 ) 29,799 - (14,875 ) - (876) - (774,902) (1) $ 9,168,400 10 $ 9,181,100 10 762,202 1 $ 9,943,302 11 $ 8,395,355 9 773,045 1 $ 9,168,400 10 $ 3.27 $ 3.25 |
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The accompanying notes are an integral part of the consolidated financial statements.
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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In Thousands of New Taiwan Dollars)
(Reviewed, Not Audited)
BALANCE, JANUARY 1, 2020 Distribution of 2019 earnings Legal reserve Reversal of special reserve Cash dividends Total distribution of earnings Cash dividends from capital surplus Profit for the nine months ended September 30, 2020 Other comprehensive income (loss) for the nine months ended September 30, 2020 Total comprehensive income (loss) for the nine months ended September 30, 2020 Conversion of convertible bonds to common stock Disposal of investments in equity instruments designated as at fair value through other comprehensive income Changes in equity of associates accounted for using equity method Disposal of investments accounted for using equity method Cash dividends for non-controlling interests of subsidiaries BALANCE, SEPTEMBER 30, 2020 BALANCE, JANUARY 1, 2021 Distribution of 2020 earnings Legal reserve Special reserve Cash dividends Total distribution of earnings Cash dividends from capital surplus Profit for the nine months ended September 30, 2021 Other comprehensive income (loss) for the nine months ended September 30, 2021 Total comprehensive income (loss) for the nine months ended September 30, 2021 Conversion of convertible bonds to common stock Changes in equity of associates accounted for using equity method Disposal of investments accounted for using equity method Cash dividends for non-controlling interests of subsidiaries BALANCE, SEPTEMBER 30, 2021 |
Equity Attributable to Owners of the Parent | Equity Attributable to Owners of the Parent | Total Non-controlling Interests $ 68,017,291 $ 6,158,984 - - - - (11,756,844) - (11,756,844) - (1,593,624) - 9,181,100 762,202 (785,745) 10,843 8,395,355 773,045 289,779 - - - (2,001) (1,491) (2,738) (3,344) - (655,043) $ 63,347,218 $ 6,272,151 $ 65,365,100 $ 6,625,112 - - - - (9,521,178) - (9,521,178) - (2,577,603) - 8,509,716 1,322,734 539,626 8,634 9,049,342 1,331,368 101,803 - 1,246 735 (21,913) (20,968) - (770,513) $ 62,396,797 $ 7,165,734 |
Total Equity $ 74,176,275 - - (11,756,844) (11,756,844) (1,593,624) 9,943,302 (774,902) 9,168,400 289,779 - (3,492) (6,082) (655,043) $ 69,619,369 $ 71,990,212 - - (9,521,178) (9,521,178) (2,577,603) 9,832,450 548,260 10,380,710 101,803 1,981 (42,881) (770,513) $ 69,562,531 |
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|---|---|---|---|---|---|---|
| Common Stock $ 34,959,441 - - - - - - - - 134,324 - - - - $ 35,093,765 $ 35,124,215 - - - - - - - - - - - - $ 35,124,215 |
Capital Collected in Advance Capital Surplus $ 134,104 $ 20,274,694 - - - - - - - - - (1,593,624) - - - - - - (103,654) 259,109 - - - - - (2,738) - - $ 30,450 $ 18,937,441 $ - $ 18,936,574 - - - - - - - - - (2,577,603) - - - - - - 10,986 90,817 - 6,322 - (21,913) - - $ 10,986 $ 16,434,197 |
Retained Earnings Legal Reserve Special Reserve Unappropriated Earnings $ 28,922,281 $ 95,381 $ 12,909,829 1,248,117 - (1,248,117) - (95,381) 95,381 - - (11,756,844) 1,248,117 (95,381) (12,909,580) - - - - - 9,181,100 - - (235) - - 9,180,865 - - - - - 1,148,079 - - (2,001) - - 2,196 - - - $ 30,170,398 $ - $ 10,329,388 $ 30,170,398 $ - $ 13,300,996 1,330,074 - (1,330,074) - 2,449,739 (2,449,739) - - (9,521,178) 1,330,074 2,449,739 (13,300,991) - - - - - 8,509,716 - - - - - 8,509,716 - - - - - (5,924) - - 22,885 - - - $ 31,500,472 $ 2,449,739 $ 8,526,682 |
Other Equity Interests Exchange Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Differences on Translation Comprehensive Income Treasury Stock $ (34,505) $ 473,410 $ (29,717,344) - - - - - - - - - - - - - - - - - - (7,104) (778,406) - (7,104) (778,406) - - - - - (1,148,079) - - - - - (2,196) - - - - $ (41,609) $ (1,455,271) $ (29,717,344) $ (31,679) $ (2,418,060) $ (29,717,344) - - - - - - - - - - - - - - - - - - (16,691) 556,317 - (16,691) 556,317 - - - - - 848 - - (22,885) - - - - $ (48,370) $ (1,883,780) $ (29,717,344) |
The accompanying notes are an integral part of the consolidated financial statements.
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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments for: Depreciation expense Amortization expense Amortization of incremental costs of obtaining a contract (Gain) loss on disposal and retirement of property, plant and equipment, net Gain on disposal of intangible assets Expected credit loss Finance costs Interest income Dividend income Gain on disposal of investments accounted for using equity method Share of (profit) loss of associates accounted for using equity method Valuation (gain) loss on financial assets at fair value through profit or loss Others Changes in operating assets and liabilities Contract assets Notes and accounts receivable Notes and accounts receivable due from related parties Other receivables Inventories Prepayments Other current assets Other financial assets Incremental costs of obtaining a contract Contract liabilities Notes and accounts payable Notes and accounts payable due to related parties Other payables Provisions Advance receipts Other current liabilities Net defined benefit liabilities Cash inflows generated from operating activities Interest received Interest paid Income taxes paid Net cash generated from operating activities |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ 11,826,234 9,135,203 3,577,585 1,070,030 (20,542) - 178,035 463,057 (41,024) (17,337) (97,791) 8,848 (278) (1,201) (1,064,261) (203,075) (176,448) (13,359) (508,268) (200,782) 31,315 8,641 (1,064,738) (170,325) 2,246,835 164,717 (517,719) (5,990) 520,735 (174,766) (27,544) 24,925,787 11,754 (686) (2,255,176) 22,681,679 |
2020 $ 12,265,397 8,206,431 2,944,679 1,331,557 40,113 (8,800) 134,523 459,372 (50,537) (102,762) (73,859) (68,475) 149 (3,656) 589,273 294,807 (22,479) 100,865 785,063 (356,470) 75,710 (3,684) (993,480) (99,363) 735,951 3,439 (1,014,998) (23,669) 111,465 96,944 (24,096) 25,329,410 8,389 (987) (2,321,479) 23,015,333 |
(Continued)
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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)
| CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of property, plant and equipment Acquisition of right-of-use assets Acquisition of intangible assets Increase in prepayments for equipment Proceeds from disposal of property, plant and equipment Proceeds from disposal of intangible assets Increase in advance receipts from asset disposals Acquisition of financial assets at fair value through profit or loss Acquisition of financial assets at fair value through other comprehensive income Disposal of financial assets at fair value through other comprehensive income Acquisition of investments accounted for using equity method Disposal of investments accounted for using equity method Increase in prepayments for investment Proceeds from capital return of investments accounted for using equity method Increase in refundable deposits Decrease in refundable deposits Increase in other financial assets Decrease in other financial assets Interest received Dividends received Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase (decrease) in short-term borrowings Increase (decrease) in short-term notes and bills payable Proceeds from issue of bonds Repayment of long-term borrowings Repayment of the principal portion of lease liabilities Increase in guarantee deposits received Decrease in guarantee deposits received Cash dividends paid (including paid to non-controlling interests) Interest paid Net cash generated from (used in) financing activities |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ (8,819,144) (28,368) (247,630) (231,141) 166,248 6,400 223 (36,279) (560,678) - (192,205) 474,377 (34,718) - (271,954) 231,976 (53,167) 57,285 26,099 25,251 (9,487,425) 12,550,000 (7,892,323) 2,496,465 (2,162,518) (2,986,623) 153,997 (86,982) (12,869,217) (507,776) (11,304,977) |
2020 $ (4,755,435) (25,030) (29,851,204) (248,765) 23,448 6,000 361 - (407,419) 1,568,159 (482,516) 219,742 - 33,298 (261,756) 226,816 (220,941) 96,213 33,650 122,926 (33,922,453) (1,170,000) 15,385,465 19,979,415 (4,203,000) (2,939,852) 128,203 (66,953) (14,005,485) (405,207) 12,702,586 (Continued) |
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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)
| EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS NET INCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD CASH AND CASH EQUIVALENTS AT END OF THE PERIOD |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ (1,699) 1,887,578 10,777,791 $ 12,665,369 |
2020 $ (790) 1,794,676 8,663,370 $ 10,458,046 |
The accompanying notes are an integral part of the consolidated financial statements.
(Concluded)
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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise) (Reviewed, Not Audited)
1. ORGANIZATION AND OPERATIONS
Taiwan Mobile Co., Ltd. (TWM) was incorporated in Taiwan, the Republic of China (ROC) on February 25, 1997. TWM’s stock was listed on the ROC Over-the-Counter Securities Exchange (currently known as The Taipei Exchange, TPEx) on September 19, 2000. On August 26, 2002, TWM’s stock was shifted to be listed on the Taiwan Stock Exchange. TWM is mainly engaged in rendering wireless communication services and the sale of mobile phones and accessories, games, e-books and value-added services.
TWM received a second-generation (2G) mobile telecommunications concession operation license issued by the Directorate General of Telecommunications (DGT) of the ROC. The license allows TWM to provide services for 15 years from 1997 onwards. The 2G concession license had been renewed by the National Communications Commission (NCC) and expired on June 30, 2017. TWM received a third-generation (3G) concession license issued by the DGT in March 2005, and the 3G concession license expired on December 31, 2018. TWM participated in the mobile spectrum auctions held by NCC for the need of long-term business development and from April 2014 to June 2018 acquired the concession licenses for the fourth-generation (4G) mobile broadband spectrum in the 700MHz, 1800MHz and 2100MHz frequency bands separately, and the aforementioned licenses are valid until December 2030 and December 2033, respectively. In June 2020, TWM acquired the concession licenses for the fifth-generation (5G) mobile broadband spectrum in the 3500MHz and 28000MHz frequency bands, and the aforementioned licenses are valid until December 2040.
The accompanying consolidated financial statements comprise of TWM and its subsidiaries (collectively, the “Group”).
2. APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS
The Board of Directors approved the consolidated financial statements on November 4, 2021.
3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS
- a. Application of 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)
Application of the IFRSs endorsed and issued into effect by the FSC did not have any material impact on the Group’s accounting policies.
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b. The IFRSs issued by International Accounting Standards Board (IASB) and endorsed by the FSC for application starting from 2022
Effective Date New IFRSs Announced by IASB
“Annual Improvements to IFRS Standards 2018-2020” January 1, 2022 (Note 1) Amendments to IFRS 3 “Reference to the Conceptual Framework” January 1, 2022 (Note 2) Amendments to IAS 16 “Property, Plant and Equipment - Proceeds January 1, 2022 (Note 3) before Intended Use” Amendments to IAS 37 “Onerous Contracts - Cost of Fulfilling a January 1, 2022 (Note 4) Contract”
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Note 1: The amendments to IFRS 9 will be 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.
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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.
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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.
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Note 4: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.
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.
c. New IFRSs issued by IASB 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) |
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Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.
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Note 2: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.
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10 -
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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.
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Note 4: Except that deferred taxes 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.
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
Except for the following, the significant accounting policies adopted for the consolidated financial statements are the same as those adopted for the consolidated financial statements for the year ended December 31, 2020.
Statement of Compliance
The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IAS 34 Interim Financial Reporting endorsed and issued into effect by the FSC. The consolidated financial statements do not include all the information which should be disclosed in the annual consolidated financial statements in accordance with the IFRSs endorsed and issued into effect by the FSC.
Basis of Consolidation
-
a. The basis of preparation of the consolidated financial statements is the same as that of the consolidated financial statements for the year ended December 31, 2020.
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b. The subsidiaries included in the consolidated financial statements were as follows:
| Investor Subsidiary Main Business and Products TWM Taiwan Cellular Co., Ltd. (TCC) Investment Wealth Media Technology Co., Ltd. (WMT) Investment TWM Venture Co., Ltd. (TVC) Investment Taipei New Horizon Co., Ltd. (TNH) Building and operating Songshan Cultural and Creative Park BOT project TCC Taiwan Fixed Network Co., Ltd. (TFN) Fixed-line service provider Taiwan Teleservices & Technologies Co., Ltd. (TT&T) Call center service and telephone marketing TWM Holding Co., Ltd. (TWM Holding) Investment TCC Investment Co., Ltd. (TCCI) Investment |
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% - 49.90% 49.90% 49.90% - 100.00% 100.00% 100.00% - 100.00% 100.00% 100.00% - 100.00% 100.00% 100.00% - 100.00% 100.00% 100.00% Note 1 (Continued) |
|---|---|
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| Investor Subsidiary Main Business and Products TCC Taiwan Digital Service Co., Ltd. (TDS) Commissioned maintenance services Taihsin Property Insurance Agent Co., Ltd. (TPIA) Property insurance agent Tai-Fu Cloud Technology Co., Ltd. (TFC) Cloud and information services WMT TFN Media Co., Ltd. (TFNM) Type II telecommunications business Global Forest Media Technology Co., Ltd. (GFMT) Investment Global Wealth Media Technology Co., Ltd. (GWMT) Investment Win TV Broadcasting Co., Ltd. (WTVB) TV program provider momo.com Inc. (momo) Wholesale and retail sales TVC TWM Film Co., Ltd. (TWMFM) Film production TFN TFN Union Investment Co., Ltd. (TUI) Investment TWM Holding TWM Communications (Beijing) Co., Ltd. (TWMC) Data communication application development TCCI TCCI Investment and Development Co., Ltd. (TID) Investment TFNM Taiwan Kuro Times Co., Ltd. (TKT) Digital music services Yeong Jia Leh Cable TV Co., Ltd. (YJCTV) Cable TV service provider Mangrove Cable TV Co., Ltd. (MCTV) Cable TV service provider Phoenix Cable TV Co., Ltd. (PCTV) Cable TV service provider Union Cable TV Co., Ltd. (UCTV) Cable TV service provider Globalview Cable TV Co., Ltd. (GCTV) Cable TV service provider GFMT UCTV Cable TV service provider GWMT GCTV Cable TV service provider momo Asian Crown International Co., Ltd. (Asian Crown (BVI)) Investment Honest Development Co., Ltd. (Honest Development) Investment Fuli Life Insurance Agent Co., Ltd. (FLI) Life insurance agent Fuli Property Insurance Agent Co., Ltd. (FPI) Property insurance agent Fu Sheng Travel Service Co., Ltd. (FST) Travel agent Bebe Poshe International Co., Ltd. (Bebe Poshe) Wholesale of cosmetics Fu Sheng Logistics Co., Ltd. (FSL) Logistics and transport MFS Co., Ltd. (MFS) Wholesaling Asian Crown (BVI) Fortune Kingdom Corporation (Fortune Kingdom) Investment Fortune Kingdom Hong Kong Fubon Multimedia Technology Co., Ltd. (HK Fubon Multimedia) Investment |
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% - 100.00% 100.00% 100.00% - 45.01% 45.01% 45.01% - 100.00% - - Note 2 100.00% 100.00% 100.00% Note 1 100.00% 100.00% 100.00% - 100.00% 100.00% 100.00% Note 1 100.00% 100.00% 100.00% - 100.00% 100.00% 100.00% - 29.53% 29.53% 29.53% Note 3 100.00% 100.00% 100.00% - 99.22% 99.22% 99.22% - 92.38% 92.38% 92.38% - 0.76% 0.76% 0.76% - 6.83% 6.83% 6.83% - 81.99% 81.99% 81.99% - 100.00% 100.00% 100.00% - 100.00% 100.00% 100.00% - 100.00% 100.00% 100.00% - 100.00% 100.00% 100.00% - 85.00% 85.00% 85.00% - 100.00% 100.00% 100.00% - 100.00% 100.00% 100.00% - 100.00% 100.00% 100.00% - 100.00% 100.00% 100.00% - (Continued) |
|---|---|
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| Investor Subsidiary Main Business and Products Honest Development Hongkong Yue Numerous Investment Co., Ltd. (HK Yue Numerous) Investment HK Yue Numerous Haobo Information Consulting (Shenzhen) Co., Ltd. (Haobo) Investment HK Fubon Multimedia Fubon Gehua (Beijing) Enterprise Ltd. (FGE) Wholesaling |
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% - 93.55% 93.55% 93.55% - |
|---|---|
(Concluded)
Note 1: TCCI, TUI and TID collectively owned 698,752 thousand shares of TWM, representing 19.89% of total outstanding shares as of September 30, 2021.
Note 2: Set up in April 2021.
Note 3: The other 70.47% of shares were held under trustee accounts.
- c. Subsidiaries excluded from the consolidated financial statements: None.
Employee Benefits
Defined benefit 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 fiscal year.
Income Tax
Income tax expense represents the sum of the tax currently payable and deferred tax. The interim period income tax expense is accrued using the tax rate that would be applicable to expected total annual earnings, that is, the estimated average annual effective income tax rate applied to the profit before tax of the interim period.
5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
The same critical accounting judgments and key sources of estimation uncertainty have been followed when preparing these interim consolidated financial statements as those that were applied in the preparation of the consolidated financial statements for the year ended December 31, 2020.
6. CASH AND CASH EQUIVALENTS
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Cash on hand and revolving funds | $ | 101,640 | $ | 100,230 | $ | 79,992 |
| Cash in banks | 7,279,504 | 6,199,436 | 4,595,393 | |||
| Time deposits | 3,386,341 | 2,035,253 | 3,097,572 | |||
| Government bonds with repurchase rights | 1,897,884 |
2,442,872 |
2,685,089 | |||
| $ | 12,665,369 |
$ | 10,777,791 |
$ | 10,458,046 |
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7. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Investments in equity instruments-current | ||||||
| Domestic investments | ||||||
| Listed stocks | $ | 240,173 |
$ | 236,913 |
$ | 1,607,043 |
| Foreign investments | ||||||
| Unlisted stocks | 19,180 |
8,533 |
3,609 | |||
| $ | 259,353 |
$ | 245,446 |
$ | 1,610,652 | |
| Investments in equity instruments-non-current | ||||||
| Domestic investments | ||||||
| Listed stocks | $ | 1,342,359 |
$ | 981,427 |
$ | 923,124 |
| Unlisted stocks | 674,224 | 657,756 | 651,898 | |||
| Foreign investments | ||||||
| Unlisted stocks | 806,289 | 400,736 | 30,799 | |||
| Limited partnerships | 711,913 |
249,827 |
342,335 | |||
| $ | 3,534,785 |
$ | 2,289,746 |
$ | 1,948,156 |
These investments in equity instruments are held for medium to long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at fair value through other comprehensive income (FVTOCI) as they believed that recognizing short-term fluctuations from these investments’ fair value in profit or loss would not be consistent with the Group’s strategy of holding these investments for long-term purposes.
In January 2020, the Directors of TFN resolved that TFN would sell all its equity interest in Taiwan High Speed Rail Corporation (THSR) to monetize financial assets, and, therefore, the subject equity investment in THSR was subsequently reclassified from non-current to current. In the first three quarters of 2020, TFN sold part of THSR’s stock at fair value of $1,621,105 thousand. As of September 30, 2020, the amount of outstanding receivables was $52,946 thousand. The related unrealized gain of $1,147,893 thousand was transferred from other equity to retained earnings. TFN sold all of THSR’s stock in 2020.
8. NOTES AND ACCOUNTS RECEIVABLE, NET
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Notes receivable | $ | 11,412 |
$ | 109,259 |
$ | 70,877 |
| Accounts receivable | 7,494,352 | 7,835,539 | 7,502,508 | |||
| Less: Allowance for impairment loss | (352,662) |
(306,755) |
(296,240) | |||
| $ | 7,153,102 |
$ | 7,638,043 |
$ | 7,277,145 |
The main credit terms range from 30 to 90 days.
The Group serves a large consumer base for its telecommunications business; therefore, the concentration of credit risk is limited. When entering into transactions with customers, the Group considers the record of arrears in the past. In addition, the Group may also collect some telecommunication charges in advance to reduce the risk of payment arrears in subsequent periods.
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The Group adopted a policy of only trading with counterparties with a considerable scale of operations, certain credit ratings and financial conditions for its project business. In addition to examining publicly available financial information and its own historical transaction experience, the Group obtains collateral where necessary to mitigate the risk of loss arising from default. The Group continues to monitor the credit exposure and financial and credit conditions of its counterparties, and spreads the total amount of the transactions among qualified counterparties.
In order to mitigate credit risk, the management of the Group has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure the recoverability of receivables. In addition, the Group reviews the recoverable amount of trade receivables at balance sheet dates to ensure that adequate allowance is provided for possible irrecoverable amounts. In this regard, the management believes the Group’s credit risk could be reasonably reduced.
The Group measures the loss allowance for trade receivables at an amount equal to lifetime ECLs. The ECLs on trade receivables are estimated using a provision matrix approach considering the past default experiences of the customers and an analysis of the customers’ current financial positions, as well as forward-looking indicators such as the industrial economic conditions. As the Group’s historical credit loss experience does not show significantly different loss patterns for different customer segments, the provision matrix does not distinguish customer segments. As a result, the expected credit loss rate is based on the number of past due days of trade receivables.
The Group writes off a trade receivable when there are evidences indicating that the counterparty is in severe financial difficulty and the trade receivable is considered uncollectible. For trade receivables that have been written off, the Group continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.
Movements of the allowance for doubtful notes and accounts receivable by individual and collective assessment were as follows:
September 30, 2021
| Not Past Due Gross carrying amount $ 6,808,025 Loss allowance (Lifetime ECLs) (52,330) Amortized cost $ 6,755,695 December 31, 2020 Not Past Due Gross carrying amount $ 7,322,918 Loss allowance (Lifetime ECLs) (57,523) Amortized cost $ 7,265,395 September 30, 2020 Not Past Due Gross carrying amount $ 6,965,950 Loss allowance (Lifetime ECLs) (50,202) Amortized cost $ 6,915,748 |
Overdue 1 to 120 Days 121 to 365 Days Over 365 Days $ 516,057 $ 177,079 $ 4,603 (128,988) (166,754) (4,590) $ 387,069 $ 10,325 $ 13 Overdue 1 to 120 Days 121 to 365 Days Over 365 Days $ 489,896 $ 127,120 $ 4,864 (123,915) (120,541) (4,776) $ 365,981 $ 6,579 $ 88 Overdue 1 to 120 Days 121 to 365 Days Over 365 Days $ 471,406 $ 132,987 $ 3,042 (122,644) (120,489) (2,905) $ 348,762 $ 12,498 $ 137 |
Total $ 7,505,764 (352,662) $ 7,153,102 Total $ 7,944,798 (306,755) $ 7,638,043 Total $ 7,573,385 (296,240) $ 7,277,145 |
|---|---|---|
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Expected credit loss rates of the Group for the aforementioned periods were as follows:
| Not Past Due | ||
|---|---|---|
| and Past Due | Past Due Over | |
| within 120 Days | 120 Days | |
| Telecommunications services | 0.02%-85% | 65.5%-100% |
| Retail business and others | below 10% | 10%-100% |
Movements of the loss allowance of notes and accounts receivable were as follows:
| Beginning balance Add: Provision Recovery Less: Write-off Ending balance |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ 306,755 167,759 33,006 (154,858) $ 352,662 |
2020 $ 345,458 136,129 27,829 (213,176) $ 296,240 |
The Group entered into an accounts receivable factoring contract with a private institution and sold those overdue accounts receivable that had been written off. Under the contract, the Group would no longer assume the risk on the receivables. The related factored accounts receivable information was as follows:
| Amount of accounts receivable sold Proceeds from the sale of accounts receivable |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ 716,882 $ 58,058 |
2020 $ 918,412 $ 52,589 |
9. INVENTORIES
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Merchandise | $ 6,264,005 |
$ 5,756,903 |
$ 4,874,061 |
| Materials for maintenance | 10,527 |
9,361 |
11,352 |
| $ 6,274,532 |
$ 5,766,264 |
$ 4,885,413 |
For the three months and the nine months ended September 30, 2021, the cost of goods sold related to inventories amounted to $21,603,525 thousand and $64,585,197 thousand, respectively, which included inventory write-down totaling $16,258 thousand and $45,344 thousand, respectively.
For the three months and the nine months ended September 30, 2020, the cost of goods sold related to inventories amounted to $16,414,963 thousand and $49,553,983 thousand, respectively, which included inventory write-down totaling $7,795 thousand and $69,403 thousand, respectively.
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10. INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD
Associates, which were not individually material and were accounted for using equity method, were as follows:
| Investee Company AppWorks Ventures Co., Ltd. (AppWorks) AppWorks Fund III Co., Ltd. (AppWorks Fund III) Global Home Shopping Co., Ltd. (GHS) kbro Media Co., Ltd. (kbro Media) TV Direct Public Company Limited (TV Direct) Mistake Entertainment Co., Ltd. (M.E.) Taiwan Pelican Express Co., Ltd. (TPE) Alliance Digital Tech Co., Ltd. (ADT) |
September 30, 2021 Amount % of Owner- ship $ 285,115 51.00 566,407 20.14 548,295 20.00 157,432 33.58 137,557 21.35 26,007 15.00 - - - - $ 1,720,813 |
December 31, 2020 Amount % of Owner- ship $ 265,526 51.00 315,027 20.11 606,376 20.00 167,135 33.58 192,103 24.99 25,698 15.00 386,414 15.50 8,615 14.40 $ 1,966,894 |
September 30, 2020 | |||
|---|---|---|---|---|---|---|
| Amount % of Owner- ship $ 256,495 51.00 318,723 20.11 577,080 20.00 121,375 32.50 152,376 20.00 25,631 15.00 387,984 15.50 8,596 14.40 $ 1,848,260 |
a. AppWorks
In September 2019, TWM acquired 51% equity interest of AppWorks. TWM has no control over AppWorks due to its holding less than half number of seats on AppWorks’ board of directors. Therefore, TWM only has significant influence on AppWorks and accounts for its investment in AppWorks as an associate of TWM, under the equity-method of accounting.
b. AppWorks Fund III
In April 2020, TVC acquired 19.46% equity interest of AppWorks Fund III. TVC has significant influence on AppWorks Fund III since the president of TWM serves as the chairman of AppWorks Fund III. As of September 30, 2021 and September 30, 2020, TVC’s percentage of ownership interest in AppWorks Fund III were 20.14% and 20.11%, respectively, due to non-proportionate subscription to AppWorks Fund III’s issuance of new capital stock.
c. GHS
In June 2015, momo acquired 20% equity interest of GHS through its subsidiary.
As momo’s subsidiary did not participate in GHS’s capital increase in October 2015, its percentage of ownership interest in GHS decreased to 18%. In January 2016, its percentage of ownership interest in GHS increased to 20% due to the acquisition of an additional 2% equity interest of GHS.
d. kbro Media
In August 2012, TFNM acquired 32.5% equity interest of kbro Media.
In November 2020, kbro Media both decreased and increased capital. TFNM’s percentage of ownership interest in kbro Media increased to 33.58% due to non-proportionate subscription to kbro Media’s issuance of new capital stock.
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e. TV Direct
In April 2014, momo acquired 35% equity interest of TVD Shopping Co., Ltd. (TVD Shopping). In March 2020, momo received $33,298 thousand as a proportional capital reduction. In June 2020, momo sold all of its equity interest of TVD Shopping to TV Direct for $146,772 thousand.
In June 2020, momo acquired 16.2% equity interest of TV Direct and had significant influence on TV Direct. As of December 31, 2020 and September 30, 2020, momo’s percentage of ownership interest in TV Direct were 24.99% and 20%, respectively, due to its additional acquisitions of TV Direct in the second half of 2020. momo’s percentage of ownership interest in TV Direct then decreased to 21.35% due to non-subscription to the exercise of the share options, which were granted by TV Direct, in the first three quarters of 2021.
f. M.E.
In May 2019, TKT acquired 15% equity interest of M.E. TKT has significant influence on M.E. due to its having a seat on M.E.’s board of directors.
g. TPE
In August 2012, momo acquired 20% equity interest of TPE.
In December 2013, momo’s percentage of ownership interest in TPE decreased to 17.7% as it did not subscribe for the new stock issued by TPE and sold part of its stock when TPE went public.
In the first three quarters of 2020, momo sold part of TPE’s stock for $72,970 thousand, and momo’s percentage of ownership interest in TPE decreased to 15.5% since momo sold other portion of its equity interests in TPE, whilst momo still had two seats on TPE’s board of directors. In March 2021, momo sold the rest of its equity interests in TPE for $466,547 thousand.
h. ADT
In November 2013, TWM acquired 19.23% equity interest of ADT.
In 2014, TWM’s percentage of ownership interest in ADT decreased to 13.33% as TWM did not subscribe for any newly issued ADT stock. In December 2016, TWM increased its percentage of ownership interest in ADT to 14.4% by subscribing for new stock issued by ADT. TWM still has significant influence on ADT due to having a seat on ADT’s board of directors.
ADT had resolved to adopt December 31, 2018 as the dissolution date. In August 2021, ADT completed the liquidation procedures, and TWM received a liquidation capital return of $7,830 thousand.
11. SUBSIDIARIES WITH MATERIAL NON-CONTROLLING INTERESTS
| Subsidiary momo |
Proportion of Non-controlling Interests’ Ownership and Voting Rights |
|---|---|
| September 30, 2021 December 31, 2020 September 30, 2020 54.99% 54.99% 54.99% |
For information on the principal place of business and the company’s country of registration, see Table 8.
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The summarized financial information of momo and its subsidiaries had taken into account the adjustments to acquisition-date fair value, and reflected the amounts before eliminations of intercompany transactions as follows:
| September 30, 2021 Current assets $ 12,604,808 Non-current assets 15,167,216 Current liabilities (10,995,919) Non-current liabilities (1,418,995) Equity $ 15,357,110 Equity attributable to: Owners of the parent $ 10,093,706 Non-controlling interests of momo 5,251,333 Non-controlling interests of momo’s subsidiaries 12,071 $ 15,357,110 For the Three Months Ended September 30 2021 2020 Operating revenue $ 20,907,386 $ 15,582,993 Profit $ 696,903 $ 418,522 Other comprehensive income (loss) (3,019) 8,576 Comprehensive income $ 693,884 $ 427,098 Profit (loss) attributable to: Owners of the parent $ 314,376 $ 188,876 Non-controlling interests of momo 384,007 230,710 Non-controlling interests of momo’s subsidiaries (1,480) (1,064) $ 696,903 $ 418,522 Comprehensive income (loss) attributable to: Owners of the parent $ 313,028 $ 192,664 Non-controlling interests of momo 382,359 235,335 Non-controlling interests of momo’s subsidiaries (1,503) (901) $ 693,884 $ 427,098 |
September 30, 2021 Current assets $ 12,604,808 Non-current assets 15,167,216 Current liabilities (10,995,919) Non-current liabilities (1,418,995) Equity $ 15,357,110 Equity attributable to: Owners of the parent $ 10,093,706 Non-controlling interests of momo 5,251,333 Non-controlling interests of momo’s subsidiaries 12,071 $ 15,357,110 For the Three Months Ended September 30 2021 2020 Operating revenue $ 20,907,386 $ 15,582,993 Profit $ 696,903 $ 418,522 Other comprehensive income (loss) (3,019) 8,576 Comprehensive income $ 693,884 $ 427,098 Profit (loss) attributable to: Owners of the parent $ 314,376 $ 188,876 Non-controlling interests of momo 384,007 230,710 Non-controlling interests of momo’s subsidiaries (1,480) (1,064) $ 696,903 $ 418,522 Comprehensive income (loss) attributable to: Owners of the parent $ 313,028 $ 192,664 Non-controlling interests of momo 382,359 235,335 Non-controlling interests of momo’s subsidiaries (1,503) (901) $ 693,884 $ 427,098 |
September 30, 2021 Current assets $ 12,604,808 Non-current assets 15,167,216 Current liabilities (10,995,919) Non-current liabilities (1,418,995) Equity $ 15,357,110 Equity attributable to: Owners of the parent $ 10,093,706 Non-controlling interests of momo 5,251,333 Non-controlling interests of momo’s subsidiaries 12,071 $ 15,357,110 For the Three Months Ended September 30 2021 2020 Operating revenue $ 20,907,386 $ 15,582,993 Profit $ 696,903 $ 418,522 Other comprehensive income (loss) (3,019) 8,576 Comprehensive income $ 693,884 $ 427,098 Profit (loss) attributable to: Owners of the parent $ 314,376 $ 188,876 Non-controlling interests of momo 384,007 230,710 Non-controlling interests of momo’s subsidiaries (1,480) (1,064) $ 696,903 $ 418,522 Comprehensive income (loss) attributable to: Owners of the parent $ 313,028 $ 192,664 Non-controlling interests of momo 382,359 235,335 Non-controlling interests of momo’s subsidiaries (1,503) (901) $ 693,884 $ 427,098 |
September 30, 2021 Current assets $ 12,604,808 Non-current assets 15,167,216 Current liabilities (10,995,919) Non-current liabilities (1,418,995) Equity $ 15,357,110 Equity attributable to: Owners of the parent $ 10,093,706 Non-controlling interests of momo 5,251,333 Non-controlling interests of momo’s subsidiaries 12,071 $ 15,357,110 For the Three Months Ended September 30 2021 2020 Operating revenue $ 20,907,386 $ 15,582,993 Profit $ 696,903 $ 418,522 Other comprehensive income (loss) (3,019) 8,576 Comprehensive income $ 693,884 $ 427,098 Profit (loss) attributable to: Owners of the parent $ 314,376 $ 188,876 Non-controlling interests of momo 384,007 230,710 Non-controlling interests of momo’s subsidiaries (1,480) (1,064) $ 696,903 $ 418,522 Comprehensive income (loss) attributable to: Owners of the parent $ 313,028 $ 192,664 Non-controlling interests of momo 382,359 235,335 Non-controlling interests of momo’s subsidiaries (1,503) (901) $ 693,884 $ 427,098 |
December 31, 2020 September 30, 2020 $ 9,932,680 $ 7,964,598 15,349,820 14,972,942 (9,651,475) (8,115,552) (1,207,579) (1,022,893) $ 14,423,446 $ 13,799,095 $ 9,671,655 $ 9,389,952 4,735,804 4,391,706 15,987 17,437 $ 14,423,446 $ 13,799,095 For the Nine Months Ended September 30 2021 2020 $ 61,526,877 $ 46,522,804 $ 2,359,990 $ 1,328,907 15,776 19,780 $ 2,375,766 $ 1,348,687 $ 1,066,663 $ 599,443 1,297,152 732,211 (3,825) (2,747) $ 2,359,990 $ 1,328,907 $ 1,073,806 $ 608,380 1,305,876 743,127 (3,916) (2,820) $ 2,375,766 $ 1,348,687 |
December 31, 2020 September 30, 2020 $ 9,932,680 $ 7,964,598 15,349,820 14,972,942 (9,651,475) (8,115,552) (1,207,579) (1,022,893) $ 14,423,446 $ 13,799,095 $ 9,671,655 $ 9,389,952 4,735,804 4,391,706 15,987 17,437 $ 14,423,446 $ 13,799,095 For the Nine Months Ended September 30 2021 2020 $ 61,526,877 $ 46,522,804 $ 2,359,990 $ 1,328,907 15,776 19,780 $ 2,375,766 $ 1,348,687 $ 1,066,663 $ 599,443 1,297,152 732,211 (3,825) (2,747) $ 2,359,990 $ 1,328,907 $ 1,073,806 $ 608,380 1,305,876 743,127 (3,916) (2,820) $ 2,375,766 $ 1,348,687 |
December 31, 2020 September 30, 2020 $ 9,932,680 $ 7,964,598 15,349,820 14,972,942 (9,651,475) (8,115,552) (1,207,579) (1,022,893) $ 14,423,446 $ 13,799,095 $ 9,671,655 $ 9,389,952 4,735,804 4,391,706 15,987 17,437 $ 14,423,446 $ 13,799,095 For the Nine Months Ended September 30 2021 2020 $ 61,526,877 $ 46,522,804 $ 2,359,990 $ 1,328,907 15,776 19,780 $ 2,375,766 $ 1,348,687 $ 1,066,663 $ 599,443 1,297,152 732,211 (3,825) (2,747) $ 2,359,990 $ 1,328,907 $ 1,073,806 $ 608,380 1,305,876 743,127 (3,916) (2,820) $ 2,375,766 $ 1,348,687 |
|---|---|---|---|---|---|---|
| $ | ||||||
$ |
||||||
| $ | ||||||
| 2021 $ 20,907,386 $ 696,903 (3,019) $ 693,884 $ 314,376 384,007 (1,480) $ 696,903 $ 313,028 382,359 (1,503) $ 693,884 |
2020 $ 15,582,993 $ 418,522 8,576 $ 427,098 $ 188,876 230,710 (1,064) $ 418,522 $ 192,664 235,335 (901) $ 427,098 |
2021 $ 61,526,877 $ 2,359,990 15,776 $ 2,375,766 $ 1,066,663 1,297,152 (3,825) $ 2,359,990 $ 1,073,806 1,305,876 (3,916) $ 2,375,766 |
2020 $ 46,522,804 $ 1,328,907 19,780 $ 1,348,687 $ 599,443 732,211 (2,747) $ 1,328,907 $ 608,380 743,127 (2,820) $ 1,348,687 |
- 19 -
| Net cash generated from operating activities Net cash generated from (used in) investing activities Net cash used in financing activities Effect of exchange rate changes Net increase (decrease) in cash Dividends paid to non-controlling interests |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ 3,490,090 128,535 (1,756,975) (294) $ 1,861,356 $ 770,113 |
2020 $ 1,956,565 (693,057) (1,462,795) (196) $ (199,483) $ 654,596 |
12. PROPERTY, PLANT AND EQUIPMENT
| Cost Balance, January 1, 2021 Additions Disposals and retirements Reclassification Effect of exchange rate changes Balance, September 30, 2021 Accumulated depreciation and impairment Balance, January 1, 2021 Depreciation Disposals and retirements Reclassification Effect of exchange rate changes Balance, September 30, 2021 Carrying amount, January 1, 2021 Carrying amount, September 30, 2021 Cost Balance, January 1, 2020 Additions Disposals and retirements Reclassification Effect of exchange rate changes Balance, September 30, 2020 |
Land $ 9,101,010 - (10,637 ) - - $ 9,090,373 $ - - - - - $ - $ 9,101,010 $ 9,090,373 $ 8,261,041 431,785 (8,055 ) 324,224 - $ 9,008,995 |
Buildings Telecommuni- cations Equipment and Machinery $ 5,725,270 $ 96,632,051 5,714 89,953 (10,645 ) (1,756,686 ) - 8,041,481 - (1,366) $ 5,720,339 $ 103,005,433 $ 1,840,925 $ 71,461,532 122,281 5,446,236 (4,762 ) (1,646,287 ) - (767 ) - (1,338) $ 1,958,444 $ 75,259,376 $ 3,884,345 $ 25,170,519 $ 3,761,895 $ 27,746,057 $ 5,641,608 $ 90,366,481 - 124,086 (9,626 ) (1,056,798 ) 59,619 5,869,335 - (586) $ 5,691,601 $ 95,302,518 |
Others Construction in Progress and Equipment to be Inspected $ 9,934,447 $ 2,950,912 191,035 7,149,403 (228,557 ) (51 ) 230,743 (8,264,974 ) (89) - $ 10,127,579 $ 1,835,290 $ 8,561,919 $ - 545,015 - (224,697 ) - (21 ) - (85) - $ 8,882,131 $ - $ 1,372,528 $ 2,950,912 $ 1,245,448 $ 1,835,290 $ 9,549,160 $ 1,506,915 221,702 6,560,703 (173,502 ) (213 ) 231,660 (6,073,929 ) (38) - $ 9,828,982 $ 1,993,476 |
Total $ 124,343,690 7,436,105 (2,006,576 ) 7,250 (1,455) $ 129,779,014 $ 81,864,376 6,113,532 (1,875,746 ) (788 ) (1,423) $ 86,099,951 $ 42,479,314 $ 43,679,063 $ 115,325,205 7,338,276 (1,248,194 ) 410,909 (624) $ 121,825,572 (Continued) |
|---|---|---|---|---|
- 20 -
| Accumulated depreciation and impairment Balance, January 1, 2020 Depreciation Disposals and retirements Reclassification Effect of exchange rate changes Balance, September 30, 2020 Carrying amount, September 30, 2020 |
Land $ - - - - - $ - $ 9,008,995 |
Buildings Telecommuni- cations Equipment and Machinery $ 1,649,207 $ 69,379,600 121,044 4,619,930 (5,421 ) (1,006,721 ) 27,839 - - (534) $ 1,792,669 $ 72,992,275 $ 3,898,932 $ 22,310,243 |
Others Construction in Progress and Equipment to be Inspected Total $ 8,114,393 $ - $ 79,143,200 506,344 - 5,247,318 (172,491 ) - (1,184,633 ) - - 27,839 (31) - (565) $ 8,448,215 $ - $ 83,233,159 $ 1,380,767 $ 1,993,476 $ 38,592,413 (Concluded) |
|---|---|---|---|
Property, plant and equipment are depreciated on a straight-line basis over their estimated useful lives as follows:
Buildings Primary buildings 20-55 years Mechanical and electrical equipment 5-15 years Telecommunications equipment and machinery 1-20 years Others 1-20 years
13. LEASE ARRANGEMENTS
a. Right-of-use assets
| September 30, 2021 Carrying amount Land $ 507,373 Buildings 8,016,470 Telecommunications equipment and machinery 473,025 Others 155,757 $ 9,152,625 Additions to right-of-use assets |
December 31, 2020 September 30, 2020 $ 530,915 $ 557,212 7,713,486 7,616,416 597,078 661,053 169,811 175,824 $ 9,011,290 $ 9,010,505 For the Nine Months Ended September 30 |
December 31, 2020 September 30, 2020 $ 530,915 $ 557,212 7,713,486 7,616,416 597,078 661,053 169,811 175,824 $ 9,011,290 $ 9,010,505 For the Nine Months Ended September 30 |
December 31, 2020 September 30, 2020 $ 530,915 $ 557,212 7,713,486 7,616,416 597,078 661,053 169,811 175,824 $ 9,011,290 $ 9,010,505 For the Nine Months Ended September 30 |
|---|---|---|---|
| 2021 $ 3,278,667 |
2020 $ 2,601,367 |
- 21 -
| Depreciation charge for right-of-use assets Land Buildings Telecommunications equipment and machinery Others |
For the Three Months Ended September 30 2021 2020 $ 61,237 $ 59,945 886,951 861,105 37,334 44,708 15,247 15,733 $ 1,000,769 $ 981,491 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
||
|---|---|---|---|---|---|
| 2021 $ 61,237 886,951 37,334 15,247 $ 1,000,769 |
2021 $ 181,855 2,662,152 117,887 46,052 $ 3,007,946 |
2020 $ 180,092 2,579,891 138,059 45,970 $ 2,944,012 |
Except for the aforementioned additions and recognized depreciation, the Group did not have significant sublease or impairment of right-of-use assets during the nine months ended September 30, 2021 and 2020.
- b. Lease liabilities
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Carrying amount | |||
| Current | $ 3,585,927 |
$ 3,505,968 |
$ 3,466,731 |
| Non-current | $ 5,590,377 |
$ 5,530,987 |
$ 5,518,479 |
| Range of discount rates for lease liabilities was as follows: | |||
| September 30, | December 31, | September 30, | |
| 2021 | 2020 | 2020 | |
| Land | 0.61%-1% | 0.74%-1% | 0.74%-1% |
| Buildings | 0.61%-1.2% | 0.72%-1.2% | 0.74%-1.2% |
| Telecommunications equipment and | |||
| machinery | 0.61%-4.38% | 0.74%-4.38% | 0.74%-4.38% |
| Others | 0.61%-0.86% | 0.74%-0.86% | 0.74%-0.86% |
- c. Material lease-in activities and terms
The Group leases base transceiver stations, machine rooms, stores, offices, warehouses, maintenance centers, equipment, etc., with most of the lease terms ranging from 1 to 6 years. The Group does not have bargain purchase options to acquire the leasehold assets at the end of the lease terms. In addition, the Group is prohibited from subleasing all or any portion of the underlying assets without the lessors’ consents in some lease agreements. The Group can early terminate the arrangements if there are any controversial or other incidental matters that will cause the leasehold assets not being able to meet the purposes of use.
- 22 -
d. Other lease information
| Expenses related to short-term leases Expenses related to low-value asset leases Expenses related to variable lease payments and not included in the measurement of lease liabilities Total cash outflow for leases |
For the Three Months Ended September 30 2021 2020 $ 9,447 $ 10,277 $ 18,906 $ 18,094 $ 13,804 $ 10,491 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
||
|---|---|---|---|---|---|
| 2021 $ 9,447 $ 18,906 $ 13,804 |
2021 2020 $ 28,654 $ 29,546 $ 54,045 $ 54,449 $ 34,860 $ 33,426 For the Nine Months Ended September 30 |
||||
| 2021 $ 3,190,716 |
2020 $ 3,153,515 |
14. INVESTMENT PROPERTIES
The Group leases its properties to others and thus reclassifies them from property, plant and equipment to investment properties.
The fair values of investment properties were measured using Level 3 inputs, arising from income approach, comparative approach, and cost approach adopted by a third party real estate appraiser, HomeBan Appraisers Joint Firm. As of September 30, 2021, December 31, 2020 and September 30, 2020, the fair values of investment properties were $6,161,870 thousand, $6,160,847 thousand and $6,676,676 thousand, respectively, and the capitalization rates for the aforementioned financial reporting periods were ranging from 1.41%-5.23%, 1.46%-5.23% and 1.32%-4.95%, respectively.
The amounts of depreciation recognized for the three months and the nine months ended September 30, 2021 and 2020 were $4,575 thousand, $4,926 thousand, $13,725 thousand, and $15,101 thousand, respectively.
The maturity analysis of lease payments receivable under operating leases of investment properties was as follows:
| September 30, | December 31, | September 30, | |||
|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | |||
| Year | 1 | $ 131,817 |
$ 135,195 |
$ 142,174 | |
| Year | 2 | 94,275 | 129,010 | 135,628 | |
| Year | 3 | 23,640 | 76,399 | 98,720 | |
| Year | 4 | 22,563 | 24,532 | 30,299 | |
| Year | 5 | 22,220 | 22,392 | 28,737 | |
| Year | 6 | and thereafter | - |
18,517 |
27,987 |
| $ 294,515 |
$ 406,045 |
$ 463,545 |
- 23 -
15. INTANGIBLE ASSETS
| Cost Balance, January 1, 2021 Additions Disposals and retirements Reclassification Effect of exchange rate changes Balance, September 30, 2021 Accumulated amortization and impairment Balance, January 1, 2021 Amortization Disposals and retirements Effect of exchange rate changes Balance, September 30, 2021 Carrying amount, January 1, 2021 Carrying amount, September 30, 2021 Cost Balance, January 1, 2020 Additions Disposals and retirements Reclassification Effect of exchange rate changes Balance, September 30, 2020 Accumulated amortization and impairment Balance, January 1, 2020 Amortization Disposals and retirements Effect of exchange rate changes Balance, September 30, 2020 Carrying amount, September 30, 2020 |
Conces | sions Service Concessions $ 8,180,078 - - - - $ 8,180,078 $ 1,388,744 134,039 - - $ 1,522,783 $ 6,791,334 $ 6,657,295 $ 8,180,078 - - - - $ 8,180,078 $ 1,210,025 134,039 - - $ 1,344,064 $ 6,836,014 |
Goodwill $ 15,872,595 - - - - $ 15,872,595 $ 53,487 - - - $ 53,487 $ 15,819,108 $ 15,819,108 $ 15,872,595 - - - - $ 15,872,595 $ 40,155 - - - $ 40,155 $ 15,832,440 |
Othe | r Intangible Asse | ts | Total $ 105,600,561 173,986 (53,035 ) 68,799 (226) $ 105,790,085 $ 19,834,050 3,577,585 (53,035 ) (209) $ 23,358,391 $ 85,766,511 $ 82,431,694 $ 75,771,788 29,800,450 (88,669 ) 1,083,267 (97) $ 106,566,739 $ 16,693,313 2,944,679 (58,669 ) (74) $ 19,579,249 $ 86,987,490 |
||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Concession Licenses $ 71,699,375 - - - - $ 71,699,375 $ 13,687,264 3,097,156 - - $ 16,784,420 $ 58,012,111 $ 54,914,955 $ 41,043,375 29,656,000 - 1,000,000 - $ 71,699,375 $ 10,303,927 2,351,832 - - $ 12,655,759 $ 59,043,616 |
Computer Software $ 3,231,391 167,237 (53,035 ) 16,977 (226) $ 3,362,344 $ 2,864,980 202,848 (53,035 ) (209) $ 3,014,584 $ 366,411 $ 347,760 $ 4,096,570 118,474 (58,614 ) 51,717 (97) $ 4,208,050 $ 3,465,304 332,297 (58,614 ) (74) $ 3,738,913 $ 469,137 |
Customer Relationships $ 2,654,089 - - - - $ 2,654,089 $ 1,783,463 102,300 - - $ 1,885,763 $ 870,626 $ 768,326 $ 2,654,089 - - - - $ 2,654,089 $ 1,647,063 102,300 - - $ 1,749,363 $ 904,726 |
Operating Rights $ 1,382,000 - - - - $ 1,382,000 $ - - - - $ - $ 1,382,000 $ 1,382,000 $ 1,382,000 - - - - $ 1,382,000 $ - - - - $ - $ 1,382,000 |
Trademarks $ 2,517,900 267 - - - $ 2,518,167 $ 1,725 98 - - $ 1,823 $ 2,516,175 $ 2,516,344 $ 2,517,884 66 (55 ) - - $ 2,517,895 $ 1,642 106 (55 ) - $ 1,693 $ 2,516,202 |
Copyrights $ 63,133 6,482 - 51,822 - $ 121,437 $ 54,387 41,144 - - $ 95,531 $ 8,746 $ 25,906 $ 25,197 25,910 (30,000 ) 31,550 - $ 52,657 $ 25,197 24,105 - - $ 49,302 $ 3,355 |
The above intangible assets are amortized on a straight-line basis over their estimated useful lives as follows:
Concession licenses 14-21 years Service concessions 44-50 years Computer software 1-10 years Customer relationships 20 years Trademarks 10 years Copyrights Amortized over the broadcast period
a. Service concessions
On January 15, 2009, TNH signed a BOT contract with the Taipei City Government. Under the BOT contract, TNH obtained the right to build and operate a development project located at the old Songshan Tobacco Plant. The development concession premium of superficies is amortized on a straight-line basis during the contract period, and the construction costs are amortized on a straight-line basis from the completion date of the construction to the BOT contract expiry date.
-
24 -
-
b. Customer relationships, operating rights, and trademarks
The Group measures the fair value of acquired assets when acquisitions occur, and identifies the fair value and amortization periods of the intangible assets which conform to materiality and related standards. Although some of the intangible assets such as operating rights and trademarks have legal useful lives, which can be extended, the Group regards these assets as intangible assets with indefinite useful lives.
-
1) On April 17, 2007, TFN, one of TWM’s wholly-owned subsidiaries, acquired more than 50% of the former Taiwan Fixed Network Co., Ltd. (formerly “TFN”) through a public tender offer. TWM split the former TFN and its subsidiaries into two cash-generating units, i.e., fixed network services and cable television business. Accordingly, customer relationships and operating rights are identified as major intangible assets.
-
2) On September 1, 2010, TFNM, one of TWM’s wholly-owned subsidiaries, acquired 55% of TKT. On August 12, 2011, TFNM acquired 45% of TKT. TWM measured the fair value of the acquired net assets and viewed TKT’s wireless services as one cash-generating unit. Accordingly, trademarks and customer relationships are identified as major intangible assets.
-
3) On July 13, 2011, WMT, one of TWM’s wholly-owned subsidiaries, acquired control over momo. TWM measured the fair value of the acquired assets and viewed momo’s retail business as one cash-generating unit. Accordingly, trademarks are identified as major intangible assets.
-
c. Goodwill
The carrying amounts of goodwill allocated to the cash-generating units were as follows:
| September 30, 2021 Mobile communication services $ 7,211,936 Fixed network services 357,970 Cable television business 3,269,636 Retail business 4,979,566 $ 15,819,108 |
December 31, 2020 September 30, 2020 $ 7,211,936 $ 7,211,936 357,970 357,970 3,269,636 3,269,636 4,979,566 4,992,898 $ 15,819,108 $ 15,832,440 |
|---|---|
- d. Impairment of assets
See Note 15(e) to the consolidated financial statements for the year ended December 31, 2020 for the related information on impairment of assets. There was no significant evidence indicating impairment of intangible assets as of September 30, 2021.
16. OTHER NON-CURRENT ASSETS
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Long-term accounts receivable | $ | 234,030 |
$ | 296,045 |
$ | 304,316 |
| Refundable deposits | 732,014 | 698,876 | 668,908 | |||
| Other prepayments | 375,109 | 119,006 | 116,808 | |||
| Prepayments for investment | 34,718 | - | - | |||
| Others | 463,695 |
474,177 |
481,026 | |||
| $ | 1,839,566 |
$ | 1,588,104 |
$ | 1,571,058 |
- 25 -
17. BORROWINGS
a. Short-term borrowings
| September 30, 2021 Unsecured loans $ 22,350,000 Annual interest rates 0.56%-0.9% |
December 31, 2020 September 30, 2020 $ 9,800,000 $ 15,100,000 0.64%-0.88% 0.56%-0.89% |
|---|---|
For the information on endorsements and guarantees, see Note 31(b).
- b. Short-term notes and bills payable
| September 30, | September 30, | December 31, | September 30, | |
|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||
| Short-term notes and bills payable | $ | 6,300,000 | $ 14,200,000 | $ 17,300,000 |
| Less: Discounts on short-term notes and bills | ||||
| payable | (2,568) |
(4,615) |
(10,455) |
|
| $ | 6,297,432 |
$ 14,195,385 |
$ 17,289,545 | |
| Annual interest rates | 0.293%-0.318% | 0.328%-0.418% | 0.398%-0.448% | |
| Long-term borrowings | ||||
| September 30, | December 31, | September 30, | ||
| 2021 | 2020 | 2020 | ||
| Unsecured loans | $ | - |
$ 2,000,000 |
$ 2,000,000 |
| Secured loans | 2,433,463 | 2,586,036 | 2,686,862 | |
| Commercial papers payable | 6,500,000 | 6,500,000 | - | |
| Less: Current portion | (303,410) | (2,303,375) | (2,303,351) | |
| Less: Discounts on commercial papers | ||||
| payable | (2,493) |
(2,580) |
- |
|
| $ | 8,627,560 |
$ 8,780,081 |
$ 2,383,511 | |
| Annual interest rates: | ||||
| Unsecured loans | - | 0.79% | 0.79% | |
| Secured loans | 1.50% | 1.7495% | 1.7495% | |
| Commercial papers payable | 0.687%-0.697% | 0.687%-0.697% | - |
c. Long-term borrowings
- 1) Unsecured loans
TWM entered into credit facility agreements with a group of banks for mid-term requirements of operating capital, and the interest is paid periodically. Under certain credit agreements, the loans are treated as revolving credit facilities, and the maturity dates of the loans are based on terms under the agreements. Some credit facilities are subject to financial covenants regarding debt ratios and interest protection multiples during the credit facility period. The unsecured loans, whose expiry date of the repayments was in July 2021, were fully repaid.
- 26 -
2) Secured loans
TNH entered into a syndicated loan agreement, with respect to the investment under the aforementioned BOT contract. The credit agreement originally signed in 2010 had been terminated in advance. TNH signed another credit agreement with Bank of Taiwan for a $3,400,000 thousand credit amount and a $65,000 thousand guarantee amount in 2017. The agreement started from the date of the first drawdown of the loan and would last for 7 years with interest payments made on a monthly basis. In accordance with the loan agreement, the regular financial covenants, e.g. current ratio, equity ratio, and interest protection multiples, must be complied with during the credit facility period. For property under the BOT contract and its superficies that have been pledged as collateral, see Note 30.
3) Commercial papers payable
TWM’s commercial papers payable are treated as revolving credit facilities under the contracts. The repayment dates of the commercial papers payable are no later than December 2023.
18. BONDS PAYABLE
| September 30, 2021 5th domestic unsecured straight corporate bonds $ 14,993,385 6th domestic unsecured straight corporate bonds 19,984,005 7th domestic unsecured straight corporate bonds 2,496,575 3rd domestic unsecured convertible bonds 534,503 Less: Current portion (534,503) $ 37,473,965 |
December 31, 2020 September 30, 2020 $ 14,991,472 14,990,829 19,981,751 19,980,992 - - 632,030 630,574 (632,030) - $ 34,973,223 $ 35,602,395 |
|---|---|
- a. 5th domestic unsecured straight corporate bonds
On April 20, 2018, TWM issued the 5th domestic unsecured straight corporate bonds. The bonds included five-year and seven-year bonds, with the principal amount of $6,000,000 thousand and $9,000,000 thousand, each having a face value of $10,000 thousand, and coupon rates of 0.848% and 1% per annum, respectively, with simple interest due annually. Repayment will be made in full at maturity. As of September 30, 2021, the amount of unamortized bond issue cost was $6,615 thousand. The trustee of bond holders is Bank of Taiwan.
Future repayments of the above-mentioned corporate bonds are as follows:
| Year 2023 2025 |
Amount $ 6,000,000 9,000,000 $ 15,000,000 |
|---|---|
-
27 -
-
b. 6th domestic unsecured straight corporate bonds
On March 24, 2020, TWM issued the 6th domestic unsecured straight corporate bonds. The bonds included five-year, seven-year, and ten-year bonds, with the principal amount of $5,000,000 thousand, $10,000,000 thousand and 5,000,000 thousand, each having a face value of $10,000 thousand, and coupon rates of 0.64%, 0.66% and 0.72% per annum, respectively, with simple interest due annually. Repayment will be made in full at maturity. As of September 30, 2021, the amount of unamortized bond issue cost was $15,995 thousand. The trustee of bond holders is Bank of Taiwan.
Future repayments of the above-mentioned corporate bonds are as follows:
| Year 2025 2027 2030 |
Amount $ 5,000,000 10,000,000 5,000,000 $ 20,000,000 |
|---|---|
- c. 7th domestic unsecured straight corporate bonds
On July 13, 2020, TWM issued the 7th domestic unsecured straight corporate bonds. The bond was seven-year bond, with the principal amount of $2,500,000 thousand, having a face value of $10,000 thousand, and coupon rate of 0.53% per annum, with simple interest due annually. Repayment will be made in full at maturity. As of September 30, 2021, the amount of unamortized bond issue cost was $3,425 thousand. The trustee of bond holders is Bank of Taiwan.
Future repayments of the above-mentioned corporate bonds are as follows:
| Year 2028 |
Amount $ 2,500,000 |
|---|---|
- d. 3rd domestic unsecured convertible bonds
On November 22, 2016, TWM issued its 3rd domestic five-year unsecured zero-coupon convertible bonds with an aggregate principal amount of $10,000,000 thousand and a par value of $100 thousand per bond certificate. The conversion price was set initially at $116.1 per share. The conversion price should be adjusted according to the prescribed formula and has been adjusted to $91.8 per share since August 29, 2021. Except for the book closure period, bondholders are entitled to convert bonds into TWM’s common stock from December 23, 2016 to November 22, 2021. The trustee of bond holders is Bank of Taiwan.
If the closing price of TWM’s common stock continues being at least 130% of the conversion price then in effect for 30 consecutive trading days or the aggregate outstanding balance of bonds payable is less than 10% of the original issuance amount, TWM has the right to redeem the outstanding bonds payable at par value in cash during the period from one month after the issuance date to the date 40 days prior to the maturity date.
At the end of the third year from the bond issuance date, bondholders have the right to request TWM to redeem the convertible bonds at par value in cash.
The convertible bonds contain both liability and equity components. The equity component was presented in equity under the heading of capital surplus - option. The effective interest rate of the liability component was 0.9149% per annum on initial recognition. As of September 30, 2021, the amount of unamortized bond discount was $697 thousand.
- 28 -
| Proceeds from the issuance (minus transaction costs of $10,870 thousand) Equity component Financial liabilities Liability component at the date of issuance Interest charged at the effective interest rate Convertible bonds converted into common stock Liability component on September 30, 2020 Liability component on January 1, 2021 Interest charged at the effective interest rate Convertible bonds converted into common stock Liability component on September 30, 2021 |
$ 9,989,130 (400,564) (35,961) 9,552,605 238,862 (9,160,893) $ 630,574 $ 632,030 4,276 (101,803) $ 534,503 |
|---|---|
As of September 30, 2021, December 31, 2020 and September 30, 2020, the bondholders had requested to convert the bonds at face values of $9,464,800 thousand, $9,362,800 thousand and $9,362,800 thousand, respectively.
Trading of the convertible bonds will be terminated on the TPEx on November 22, 2021, and will be fully repaid at the par value in cash at maturity.
19. PROVISIONS
| Restoration Replacement Warranties Current Non-current Balance, January 1, 2021 Provision Payment/Reversal Unwinding of discount Balance, September 30, 2021 Balance, January 1, 2020 Provision Payment/Reversal Unwinding of discount Balance, September 30, 2020 |
September 30, 2021 December 31, 2020 September 30, 2020 $ 1,093,849 $ 1,110,392 $ 1,168,720 432,809 385,375 370,205 23,414 21,935 22,981 $ 1,550,072 $ 1,517,702 $ 1,561,906 $ 67,401 $ 68,531 $ 60,335 1,482,671 1,449,171 1,501,571 $ 1,550,072 $ 1,517,702 $ 1,561,906 Restoration Replacement Warranties Total $ 1,110,392 $ 385,375 $ 21,935 $ 1,517,702 27,931 39,660 25,284 92,875 (46,893) (267) (23,805) (70,965) 2,419 8,041 - 10,460 $ 1,093,849 $ 432,809 $ 23,414 $ 1,550,072 $ 1,183,427 $ 324,693 $ 40,111 $ 1,548,231 27,741 38,655 25,746 92,142 (45,245) - (42,876) (88,121) 2,797 6,857 - 9,654 $ 1,168,720 $ 370,205 $ 22,981 $ 1,561,906 |
|---|---|
- 29 -
20. RETIREMENT BENEFIT PLANS
a. Defined contribution plans
Domestic firms of the Group adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed and defined contribution plan. Under the LPA, an entity makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages. The employees of the Group’s subsidiaries in other countries are participants of state-managed retirement benefit plans operated by local governments. In accordance with the above provisions, the Group’s contributions to the pension plan amounted to $86,736 thousand and $82,388 thousand for the three months ended September 30, 2021 and 2020, respectively, and $257,915 thousand and $245,074 thousand for the nine months ended September 30, 2021 and 2020, respectively.
b. Defined benefit plans
The Group recognized pension amounts of $1,065 thousand and $1,577 thousand for the three months ended September 30, 2021 and 2020, respectively, and $3,191 thousand and $4,731 thousand for the nine months ended September 30, 2021 and 2020, respectively, by using the actuarially determined pension cost rate.
21. EQUITY
a. Share capital
As of September 30, 2021, December 31, 2020 and September 30, 2020, TWM’s authorized capital was $60,000,000 thousand and capital issued and outstanding were $35,124,215 thousand, $35,124,215 thousand and $35,093,765 thousand, respectively, divided into 3,512,421 thousand shares, 3,512,421 thousand shares and 3,509,376 thousand shares, respectively, which were all common stocks, at a par value of $10 each.
As of September 30, 2021, December 31, 2020 and September 30, 2020, the bondholders of the 3rd domestic unsecured convertible bonds had requested to convert the bonds into 92,687 thousand, 91,589 thousand and 91,589 thousand common stocks, respectively. As of September 30, 2021 and September 30, 2020, the amounts recognized as capital collected in advance were $10,986 thousand and $30,450 thousand, respectively. TWM would complete the related corporate registration procedures with respect to the issuance of new stock on the record date in accordance with the relevant regulations.
b. Capital surplus
| September 30, 2021 Additional paid-in capital from convertible corporate bonds $ 10,619,319 Treasury stock transactions 5,159,704 Difference between consideration and carrying amount arising from the disposal of subsidiaries’ stock 85,965 Changes in equity of subsidiaries 501,215 Convertible bonds payable options 21,438 Changes in equity of associates accounted for using equity method 10,752 Others 35,804 $ 16,434,197 |
December 31, 2020 September 30, 2020 $ 13,102,020 $ 13,102,020 5,159,704 5,159,704 85,965 85,965 501,215 501,215 25,524 25,524 26,342 28,063 35,804 34,950 $ 18,936,574 $ 18,937,441 |
|---|---|
- 30 -
Under the ROC Company Act, capital surplus generated from the excess of the issue price over the par value of capital stock, including the stock issued for new capital, the conversion premium from convertible corporate bonds, the difference between consideration and carrying amount of subsidiaries’ stock acquired or disposed of, and treasury stock transactions, may be applied to make-up accumulated deficit, if any, or be transferred to capital as stock dividends, or be distributed as cash dividends when there is no accumulated deficit, and this transfer is restricted to a certain percentage of the paid-in capital. The capital surplus arising from changes in equity of subsidiaries, changes in equity of associates accounted for using equity method and the overdue unclaimed dividends could also be applied to make-up accumulated deficit, if any. The other capital surplus cannot be used by any means.
c. Appropriation of earnings and dividend policy
In accordance with the policy, TWM’s profits earned in a fiscal year shall first be set aside to pay the applicable taxes, offset losses, and set aside for legal reserve pursuant to laws and regulations, unless the legal reserve has reached TWM’s total paid-up capital. The remaining profits shall be set aside for special reserve in accordance with laws, regulations, or business requirements. Any further remaining profits plus unappropriated earnings shall be distributed in accordance with the proposal submitted by the Board of Directors for approval at a stockholders’ meeting.
TWM adopts a dividend distribution policy whereby only surplus profits of TWM shall be distributed to stockholders. That is, after setting aside amounts for retained earnings based on TWM’s capital budget plan, the residual profits shall be distributed as cash dividends. Stock dividends in a particular year shall be capped at no more than 80% of total dividends to be distributed for that year. The amount of the distributable dividends, the forms in which dividends shall be distributed, and the ratio thereof shall depend on the actual profit and cash positions of TWM and shall be approved by resolutions of the Board of Directors, who shall, upon such approval, recommend the same to the stockholders for approval by resolution at the stockholders’ meetings.
The above appropriation of earnings should be resolved in the annual general stockholders’ meeting (AGM) held in the following year.
According to the ROC Company Act, a company shall first set aside its earnings as legal reserve until the legal reserve equals the paid-in capital. The legal reserve may be used to offset losses. After offsetting any deficit, the legal reserve may be transferred to capital and distributed as stock dividends or cash dividends for the amount in excess of 25% of the paid-in capital pursuant to a resolution adopted in the stockholders’ meeting.
Pursuant to existing regulations, TWM is required to set aside and reverse additional special reserve equivalent to the net debit balance of the other equity interests, such as the exchange differences on translation and unrealized gain or loss on financial assets at fair value through other comprehensive income.
The appropriations of earnings for 2020 and 2019, which have been resolved in the AGM on August 20, 2021 and June 18, 2020, respectively, were as follows:
Legal reserve Special reserve Cash dividends Cash dividends per share (NT$) |
Appropriation of Earnings |
|---|---|
| For the Year Ended December 31 | |
| 2020 2019 $ 1,330,074 $ 1,248,117 2,449,739 (95,381) 9,521,178 11,756,844 3.38353 4.183 |
- 31 -
In addition, cash distributions arising from capital surplus with respect to the excess of stock issuance price over the par value of capital stock, totaling $2,577,603 thousand and $1,593,624 thousand and representing $0.916 and $0.567 per share, were resolved in the AGM; thus, total distributions were $4.29953 and $4.75 per share, respectively, for 2020 and 2019.
d. Other equity interests
| Exchange Differences on Translation Unrealized Gain (Loss) on Financial Assets at FVTOCI Balance, January 1, 2021 $ (31,679) $ (2,418,060) Exchange differences on translation (16,454) - Changes in fair value of financial assets at FVTOCI - 679,930 Changes in other comprehensive income (loss) of associates accounted for using equity method (237) 13,326 Other comprehensive loss transferred to retained earnings due to the decrease of percentage of ownership interest in the investments accounted for using equity method - 848 Other comprehensive income transferred to retained earnings due to disposal of investments accounted for using equity method - (22,885) Income tax effect - (136,939) Balance, September 30, 2021 $ (48,370) $ (1,883,780) Balance, January 1, 2020 $ (34,505) $ 473,410 Exchange differences on translation (6,989) - Changes in fair value of financial assets at FVTOCI - (812,213) Unrealized gain of equity instruments transferred to retained earnings due to disposal - (1,148,079) Changes in other comprehensive income of associates accounted for using equity method (115) 10,701 Other comprehensive income transferred to retained earnings due to disposal of investments accounted for using equity method - (2,196) Income tax effect - 23,106 Balance, September 30, 2020 $ (41,609) $ (1,455,271) |
Total $ (2,449,739) (16,454) 679,930 13,089 848 (22,885) (136,939) $ (1,932,150) $ 438,905 (6,989) (812,213) (1,148,079) 10,586 (2,196) 23,106 $ (1,496,880) |
|---|---|
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e. Treasury stock
As of September 30, 2021, December 31, 2020 and September 30, 2020, TWM’s stocks held for the investment purposes by TCCI, TUI and TID, which are all wholly-owned by TWM, were 698,752 thousand shares, and the market values were $69,106,533 thousand, $69,106,533 thousand and $67,499,405 thousand, respectively. Since TWM’s stocks held by its subsidiaries are regarded as treasury stock, TWM recognized $29,717,344 thousand as treasury stock. For those treasury stockholders, they have the same rights as the other stockholders, except that they are not allowed to subscribe new shares issued by TWM for cash and exercise the voting rights over such treasury stock.
f. Non-controlling interests
| Beginning balance Profit Other comprehensive income Exchange differences on translation Unrealized gain on financial assets at FVTOCI Share of other comprehensive income of associates accounted for using equity method Changes in equity of associates accounted for using equity method Changes in capital surplus due to disposal of investments accounted for using equity method Cash dividends for non-controlling interests of subsidiaries Ending balance |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ 6,625,112 1,322,734 (18,454) 18,339 8,749 735 (20,968) (770,513) $ 7,165,734 |
2020 $ 6,158,984 762,202 (7,886) 157 18,572 (1,491) (3,344) (655,043) $ 6,272,151 |
22. OPERATING REVENUE
| Revenue from contracts with customers Telecommunications and value-added services Sales revenue Cable TV and broadband services Others Other operating revenue |
For the Three Months Ended September 30 2021 2020 $ 11,330,022 $ 11,090,290 24,351,726 18,374,079 1,493,483 1,516,789 177,874 221,245 36,537 40,574 $ 37,389,642 $ 31,242,977 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
||
|---|---|---|---|---|---|
| 2021 $ 11,330,022 24,351,726 1,493,483 177,874 36,537 $ 37,389,642 |
2021 $ 33,642,737 72,309,619 4,470,817 590,275 109,978 $ 111,123,426 |
2020 $ 33,522,591 55,681,851 4,523,868 586,214 122,771 $ 94,437,295 |
a. Contract information
Refer to Note 34 and to Note 4 to the consolidated financial statements for the year ended December 31, 2020.
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b. Contract balances
| September 30, 2021 Contract assets Bundle sales $ 9,506,080 Less: Allowance for impairment loss (80,730) $ 9,425,350 Current $ 4,421,801 Non-current 5,003,549 $ 9,425,350 |
December 31, 2020 September 30, 2020 $ 8,441,819 $ 7,777,257 (71,687) (66,031) $ 8,370,132 $ 7,711,226 $ 4,617,051 $ 4,610,329 3,753,081 3,100,897 $ 8,370,132 $ 7,711,226 |
January 1, 2020 $ 8,366,531 (71,032) $ 8,295,499 $ 4,832,043 3,463,456 $ 8,295,499 |
|---|---|---|
For notes and accounts receivable, please refer to Note 8.
The Group measures the loss allowance for contract assets at an amount equal to lifetime ECLs. The contract assets will be transferred to accounts receivable when the corresponding invoice is billed to the client, and the contract assets have substantially the same risk as the trade receivables. Therefore, the Group concluded that the expected loss rates for trade receivables can be applied to the contract assets.
| September 30, 2021 December 31, 2020 September 30, 2020 Contract liabilities Telecommunications and value-added services $ 1,096,246 $ 1,289,917 $ 1,035,277 Sales of goods 87,625 36,981 36,578 Cable TV and broadband services 630,751 656,162 666,547 Others 10,569 12,456 14,935 $ 1,825,191 $ 1,995,516 $ 1,753,337 Current $ 1,735,296 $ 1,892,749 $ 1,701,749 Non-current 89,895 102,767 51,588 $ 1,825,191 $ 1,995,516 $ 1,753,337 |
January 1, 2020 $ 1,125,265 42,417 672,667 12,351 $ 1,852,700 $ 1,807,407 45,293 $ 1,852,700 |
|---|---|
The changes in balances of contract assets and contract liabilities primarily result from the timing difference between the satisfaction of performance obligations and the payments collected from customers.
c. Assets related to contract costs
| September 30, | December 31, | September 30, | |
|---|---|---|---|
| 2021 | 2020 | 2020 | |
| Incremental costs of obtaining a | |||
| contract - non-current | $ 1,766,592 |
$ 1,771,884 |
$ 1,780,975 |
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The Group considered the past experience and the default clauses in the sale contracts and believed the commission and the subsidy paid for obtaining a contract are wholly recoverable, therefore, such costs are capitalized. The amounts of amortization recognized for the three months ended September 30, 2021 and 2020 were $345,473 thousand and $406,298 thousand, respectively, and for the nine months ended September 30, 2021 and 2020 were $1,070,030 thousand and $1,331,557 thousand, respectively.
23. NON-OPERATING INCOME AND EXPENSES
- a. Other gains and losses, net
| Gain (loss) on disposal and retirement of property, plant and equipment, net Gain on disposal of intangible assets Gain (loss) on disposal of investments accounted for using equity method Valuation gain (loss) on financial assets at fair value through profit and loss (FVTPL) Gain (loss) on foreign exchange, net Others Finance costs Interest expense Corporate bonds Bank loans Commercial papers payable Lease liabilities Others |
For the Three Months Ended September 30 2021 2020 $ (36,656) $ (16,315) - - (1,261) 15,365 278 - 3,995 (6,909) 687 788 $ (32,957) $ (7,071) For the Three Months Ended September 30 2021 2020 $ 75,107 $ 72,346 38,152 41,660 16,402 15,083 18,924 20,993 6,694 6,940 $ 155,279 $ 157,022 |
For the Three Months Ended September 30 2021 2020 $ (36,656) $ (16,315) - - (1,261) 15,365 278 - 3,995 (6,909) 687 788 $ (32,957) $ (7,071) For the Three Months Ended September 30 2021 2020 $ 75,107 $ 72,346 38,152 41,660 16,402 15,083 18,924 20,993 6,694 6,940 $ 155,279 $ 157,022 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|---|---|---|
| 2021 2020 $ 20,542 $ (40,113) - 8,800 97,791 73,859 278 (149) (916) (10,505) 1,691 375 $ 119,386 $ 32,267 For the Nine Months Ended September 30 |
|||||
| 2021 $ 75,107 38,152 16,402 18,924 6,694 $ 155,279 |
2021 $ 217,054 110,014 56,830 58,995 20,164 $ 463,057 |
2020 $ 185,083 148,144 39,323 66,000 20,822 $ 459,372 |
-
b. Finance costs
-
35 -
24. INCOME TAX
a. Income tax recognized in profit or loss
| For the Three Months Ended September 30 2021 2020 Current income tax expense Current period $ 781,393 $ 694,716 Prior years’ adjustment - (10,590) 781,393 684,126 Deferred income tax expense Temporary differences 45,566 59,623 Income tax expense $ 826,959 $ 743,749 Income tax recognized in other comprehensive income (loss) For the Three Months Ended September 30 2021 2020 Deferred income tax expense (income) Unrealized gain/loss on financial assets at FVTOCI $ 22,551 $ (9,987) |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|---|
| 2021 2020 $ 2,242,353 $ 2,181,878 (367,768) (18,313) 1,874,585 2,163,565 119,199 158,530 $ 1,993,784 $ 2,322,095 For the Nine Months Ended September 30 |
||||
| 2021 $ 136,939 |
2020 $ (23,106) |
-
b. Income tax recognized in other comprehensive income (loss)
-
c. Income tax examinations
The latest years for which the income tax returns of the entities in the Group have been examined and cleared by the tax authorities were as follows:
| Company TWM TCC WMT TVC TNH TFN TT&T TCCI TDS TPIA TFC TUI TID TKT TFNM GFMT GWMT WTVB |
Year |
|---|---|
| 2018 2019 2019 2019 2019 2019 2019 2019 2019 2019 2018 2019 2019 2019 2017 2019 2019 2018 |
(Continued)
- 36 -
| Company YJCTV MCTV PCTV UCTV GCTV momo FLI FPI FST Bebe Poshe |
Year 2017 2019 2017 2017 2017 2019 2019 2019 2019 2019 (Concluded) |
|---|---|
25. EARNINGS PER SHARE
| Basic EPS Profit attributable to owners of the parent Effect of dilutive potential common stock: Employees’ compensation Convertible bonds Diluted EPS Profit attributable to owners of the parent (adjusted for potential effect of common stock) Basic EPS Profit attributable to owners of the parent Effect of dilutive potential common stock: Employees’ compensation Convertible bonds Diluted EPS Profit attributable to owners of the parent (adjusted for potential effect of common stock) |
For the Three Months Ended September 30, 2021 |
For the Three Months Ended September 30, 2021 |
|---|---|---|
| Amount After Income Tax Weighted- average Number of Shares (In Thousands) EPS (NT$) $ 2,837,196 2,813,961 $ 1.00 - 2,821 1,402 6,637 $ 2,838,598 2,823,419 $ 1.00 For the Three Months Ended September 30, 2020 |
||
| Amount After Income Tax Weighted- average Number of Shares (In Thousands) $ 2,818,867 2,812,725 - 2,961 1,658 7,610 $ 2,820,525 2,823,296 |
EPS (NT$) $ 1.01 $ 1.00 |
- 37 -
| Basic EPS Profit attributable to owners of the parent Effect of dilutive potential common stock: Employees’ compensation Convertible bonds Diluted EPS Profit attributable to owners of the parent (adjusted for potential effect of common stock) Basic EPS Profit attributable to owners of the parent Effect of dilutive potential common stock: Employees’ compensation Convertible bonds Diluted EPS Profit attributable to owners of the parent (adjusted for potential effect of common stock) |
For the Nine Months Ended September 30, 2021 |
|
|---|---|---|
| Amount After Income Tax Weighted- average Number of Shares (In Thousands) $ 8,509,716 2,813,768 - 3,624 4,276 6,831 $ 8,513,992 2,824,223 For the Nine Months Ended September 30, 2020 |
EPS (NT$) $ 3.02 $ 3.01 |
|
| Amount After Income Tax Weighted- average Number of Shares (In Thousands) $ 9,181,100 2,811,327 - 3,712 5,831 9,008 $ 9,186,931 2,824,047 |
EPS (NT$) $ 3.27 $ 3.25 |
Since TWM has the discretion to settle the employees’ compensation by cash or stock, TWM should presume that the entire amount of the compensation will be settled in stock, and the potential stock dilution should be included in the weighted-average number of stock outstanding used in the calculation of diluted EPS, provided there is a dilutive effect. Such dilutive effect of the potential stock needs to be included in the calculation of diluted EPS until employees’ compensation is approved in the following year.
26. CASH FLOW INFORMATION
Changes in liabilities arising from financing activities:
For the Nine Months Ended September 30, 2021
Lease liabilities (including current and non-current portions) |
Opening Balance $ 9,036,955 |
Cash Flows $ (3,045,491) |
Non-cash Changes New Leases Others $ 3,275,424 $ (90,584) |
Ending Balance $ 9,176,304 |
|
|---|---|---|---|---|---|
| New Leases $ 3,275,424 |
- 38 -
For the Nine Months Ended September 30, 2020
Lease liabilities (including current and non-current portions) |
Opening Balance $ 9,650,389 |
Cash Flows $ (3,005,624) |
Non-cash Changes New Leases Others $ 2,598,741 $ (258,296) |
Ending Balance $ 8,985,210 |
|---|---|---|---|---|
27. CAPITAL MANAGEMENT
The Group maintains and manages its capital to meet the minimum paid-in capital required by the competent authority, and to optimize the balance of liabilities and equity in order to maximize stockholders’ return. By periodically reviewing and measuring relative cost, risk, and rate of return to ensure profit and to maintain adequate financial ratios, the Group may adopt various financing approaches to balance its capital structure in order to meet the demands for capital expenditures, working capital, settlements of liabilities, and dividend payments in its normal course of business for the future.
28. FINANCIAL INSTRUMENTS
- a. Categories of financial instruments
| September 30, 2021 Financial assets Financial assets at FVTPL (including current and non-current portions) $ 36,557 Financial assets at FVTOCI (including current and non-current portions) 3,794,138 Financial assets measured at amortized cost (including current and non-current portions) (Note 1) 24,125,355 Total $ 27,956,050 Financial liabilities Financial liabilities measured at amortized cost (including current and non-current portions) (Note 2) $ 98,983,730 |
December 31, 2020 September 30, 2020 $ - $ - 2,535,192 3,558,808 21,990,185 21,266,331 $ 24,525,377 $ 24,825,139 $ 93,671,945 $ 93,581,134 |
|---|---|
-
Note 1: The balances comprise cash and cash equivalents, notes and accounts receivable, other receivables, other financial assets and refundable deposits, which were financial assets measured at amortized cost.
-
Note 2: The balances comprise long-term and short-term borrowings, commercial papers payable, notes and accounts payable, other payables, other financial liabilities (classified as other current liabilities), bonds payable and guarantee deposits, which were financial liabilities measured at amortized cost.
-
39 -
-
b. Fair value of financial instruments
-
1) Financial instruments not measured at fair value
Except for the table below, the Group considers that the carrying amount of financial assets and liabilities that are not at fair value is close to the fair value, or the fair value cannot be reliably measured.
| Financial liabilities Bonds payable (including current portion) |
September 30, 2021 Carrying Amount Fair Value $ 38,008,468 $ 38,410,045 |
December 31, 2020 Carrying Amount Fair Value $ 35,605,253 $ 35,885,879 |
September 30, 2020 |
|---|---|---|---|
| Carrying Amount Fair Value $35,602,395$35,811,727 |
The fair value of bonds payable is measured by Level 2 inputs, using a volume-weighted average price on the TPEx at the end of the reporting period.
- 2) Fair value of financial instruments that are measured at fair value on a recurring basis
The table below provides the related analysis of financial instruments at fair value after initial recognition. Based on the extent that fair value can be observed, the fair value measurements are grouped into Levels 1 to 3:
-
Level 1: Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.
-
Level 2: Inputs other than quoted prices included within Level 1 are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices).
-
Level 3: Inputs for the assets or liabilities are not based on observable market data (unobservable inputs).
| September 30, 2021 Financial assets at FVTPL Equity instruments Foreign unlisted stocks Limited partnerships Financial assets at FVTOCI Equity instruments Domestic listed stocks Domestic unlisted stocks Foreign unlisted stocks Limited partnerships |
Level 1 $ - - $ - $ 1,582,532 - - - $ 1,582,532 |
Level 2 $ - - $ - $ - - 19,180 - $ 19,180 |
Level 3 $ 1,813 34,744 $ 36,557 $ - 674,224 806,289 711,913 $ 2,192,426 |
Total $ 1,813 34,744 $ 36,557 $ 1,582,532 674,224 825,469 711,913 $ 3,794,138 |
|---|---|---|---|---|
- 40 -
December 31, 2020
Financial assets at FVTOCI Equity instruments Domestic listed stocks Domestic unlisted stocks Foreign unlisted stocks Limited partnerships September 30, 2020 Financial assets at FVTOCI Equity instruments Domestic listed stocks Domestic unlisted stocks Foreign unlisted stocks Limited partnerships |
Level 1 $ 1,218,340 - - - $ 1,218,340 Level 1 $ 2,530,167 - - - $ 2,530,167 |
Level 2 $ - - 8,533 - $ 8,533 Level 2 $ - - 3,609 - $ 3,609 |
Level 3 $ - 657,756 400,736 249,827 $ 1,308,319 Level 3 $ - 651,898 30,799 342,335 $ 1,025,032 |
Total $ 1,218,340 657,756 409,269 249,827 $ 2,535,192 Total $ 2,530,167 651,898 34,408 342,335 $ 3,558,808 |
|---|---|---|---|---|
There was no transfer between the fair value measurements of Levels 1 and 2 for the nine months ended September 30, 2021 and 2020.
Valuation techniques and assumptions used in fair value determination
-
a) The fair value of financial instruments traded in active markets is based on quoted market prices (including stocks of publicly traded companies).
-
b) Valuation techniques and inputs applied for Level 2 fair value measurement:
For foreign unlisted stocks, the Group takes price fluctuations and risk-free rates into consideration by using the market comparison approach. Call options of convertible bonds that adopted binomial tree valuation model were evaluated by the observable closing price of the stocks, volatility, risk-free interest rate, risk discount rate, and liquidity risk at the balance sheet date.
- c) Valuation techniques and inputs applied for Level 3 fair value measurement:
Equity instruments
The evaluation of fair value of unlisted stocks was mainly referenced to the same type of companies through the market approach or asset approach. The unobservable input was the liquidity discount rate, which ranged from 15.1% to 31.7%, 10.7% to 25% and 20% to 25% as of September 30, 2021, December 31, 2020 and September 30, 2020, respectively.
- 41 -
The fair value of limited partnerships investments was evaluated through the market approach and income approach. The evaluation and assumptions are mainly referenced to related information of comparable market targets and estimated future cash flows. The unobservable input was liquidity discount rate, which was estimated to be 27.6%, 33.5% and 33.5% as of September 30, 2021, December 31, 2020 and September 30, 2020, respectively.
- 3) Reconciliation of Level 3 fair value measurements of financial instruments
For the Nine Months Ended September 30, 2021
| Financial Assets | Financial Assets | Financial Assets | Financial Assets | |
|---|---|---|---|---|
| at | FVTPL - | at | FVTOCI - | |
| Equity | Equity | |||
| Instruments | Instruments | |||
| Balance at January 1, 2021 |
$ | - |
$ | 1,308,319 |
| Additions | 36,279 | 560,678 | ||
| Recognized in profit or loss (gain on financial assets at | ||||
| FVTPL) | 278 | - | ||
| Recognized in other comprehensive income (unrealized gain | ||||
| on financial assets at FVTOCI) | - | 563,375 | ||
| Transferred out of Level 3 (Note) |
- |
(239,946) | ||
| Balance at September 30, 2021 |
$ | 36,557 |
$ | 2,192,426 |
| Note: Because certain equity investment’s quoted price (unadjusted) in active |
markets became | |||
| available, its fair value hierarchy was transferred from | Level | 3 to Level 1. | ||
| For the Nine Months Ended September 30, 2020 | ||||
| Financial Assets | Financial Assets | |||
| at | FVTPL - | at | FVTOCI - | |
| Equity | Equity | |||
| Instruments | Instruments | |||
| Balance at January 1, 2020 |
$ | 149 |
$ | 665,372 |
| Additions | - | 500,000 | ||
| Recognized in profit or loss (loss on financial assets at | ||||
| FVTPL) | (149) | - | ||
| Recognized in other comprehensive income (unrealized loss | ||||
| on financial assets at FVTOCI) |
- |
(140,340) | ||
| Balance at September 30, 2020 |
$ | - |
$ | 1,025,032 |
Note: Because certain equity investment’s quoted price (unadjusted) in active markets became available, its fair value hierarchy was transferred from Level 3 to Level 1.
-
c. Financial risk management
-
1) The Group’s major financial instruments include equity investments, trade receivables, trade payables, commercial papers payable, bonds payable, borrowings, lease liabilities, etc., and the Group is exposed to the following risks due to usage of financial instruments:
-
a) Credit risk
-
b) Liquidity risk
-
c) Market risk
-
This note presents information concerning the Group’s risk exposure and the Group’s targets, policies and procedures to measure and manage the risks.
-
42 -
-
2) Risk management framework
-
a) Decision-making mechanism
The Board of Directors is the highest supervisory and decision-making body responsible for assessing material risks, designating actions to control these risks, and keeping track of their execution. In addition, the Operations and Management Committee conducts periodic reviews of each business group’s operating target and performance to meet the Group’s guidance and budget.
-
b) Risk management policies
-
i. Promote a risk-management-based business model.
-
ii. Establish a risk management mechanism that can effectively recognize, evaluate, supervise and control risk.
iii. Create a company-wide risk management structure that can limit risk to an acceptable level.
-
iv. Introduce best risk management practices and continue to seek improvements.
-
c) Monitoring mechanism
The Internal Audit Office assesses the potential risks that the Group may face and uses this information as a reference for determining its annual audit plan. The Internal Audit Office reports the results and findings of performing such procedures, and follows up the discrepancies, if any, for actions.
3) Credit risk
Credit risk refers to the risk that a counterparty would default on its contractual obligations, resulting in a financial loss to the Group. The maximum credit exposure of the aforementioned financial instruments is equal to their carrying amounts recognized in the consolidated balance sheets as of the balance sheet date. The Group has large trade receivables outstanding with its customers. A substantial majority of the Group’s outstanding trade receivables are not covered by collateral or credit insurance. The Group has implemented ongoing measures including enhancing credit assessments and strengthening overall risk management to reduce its credit risk. While the Group has procedures to monitor and limit exposure to credit risk on trade receivables, there can be no assurance such procedures will effectively limit its credit risk and avoid losses. This risk is heightened during periods when economic conditions worsen.
As the Group serves a large number of unrelated consumers, the concentration of credit risk was limited.
4) Liquidity risk
Liquidity risk is the risk that the Group fails to meet the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group’s approach to manage liquidity is to ensure, as far as possible, that it always has sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable loss or damage to the Group’s reputation.
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The Group manages and maintains a sufficient level of capital to ensure the requirements of paying estimated operating expenditures, including financial obligations on each contract. The Group also monitors its bank credit facilities to ensure that the Group fully complies with the provisions and financial covenants of loan contracts. As of September 30, 2021, December 31, 2020 and September 30, 2020, the Group had unused bank facilities of $47,710,377 thousand, $65,511,976 thousand and $60,625,319 thousand, respectively.
The table below summarizes the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments, but not including the financial liabilities whose carrying amounts approximate contractual cash flows:
| September 30, 2021 Unsecured loans Secured loans Commercial papers payable Bonds payable Lease liabilities Other non-current liabilities December 31, 2020 Unsecured loans Secured loans Commercial papers payable Bonds payable Lease liabilities Other non-current liabilities September 30, 2020 Unsecured loans Secured loans Commercial papers payable Bonds payable Lease liabilities Other non-current liabilities |
Contractual Cash Flows Within 1 Year $ 22,369,290 $ 22,369,290 2,548,266 341,412 12,897,827 6,342,224 39,437,710 823,330 9,295,943 3,646,501 511,875 73,125 $ 87,060,911 $ 33,595,882 $ 11,818,822 $ 11,818,822 2,736,728 347,574 20,831,278 14,242,137 37,221,840 912,080 9,163,237 3,574,784 585,000 73,125 $ 82,356,905 $ 30,968,522 $ 17,130,303 $ 17,130,303 2,852,113 348,904 17,300,000 17,300,000 37,221,840 274,880 9,116,734 3,525,365 585,000 73,125 $ 84,205,990 $ 38,652,577 |
1-5 Years $ - 2,206,854 6,555,603 20,877,880 5,442,958 292,500 $ 35,375,795 $ - 2,389,154 6,589,141 20,997,760 5,501,261 292,500 $ 35,769,816 $ - 2,503,209 - 21,634,960 5,537,113 292,500 $ 29,967,782 |
More Than 5 Years $ - - - 17,736,500 206,484 146,250 $ 18,089,234 $ - - - 15,312,000 87,192 219,375 $ 15,618,567 $ - - - 15,312,000 54,256 219,375 $ 15,585,631 |
|---|---|---|---|
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5) Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates, and equity prices, will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within an acceptable range and to optimize the return.
The Group carefully evaluates each financial instrument transaction involving any risk such as exchange rate risk, interest rate risk, and market price risk in order to decrease potential influences caused by market uncertainty.
a) Exchange rate risk
The Group mainly operates in Taiwan, except for international roaming services. Most of the operating revenue and expenses are measured in NTD. A small portion of the expenses is paid in USD, EUR, etc.; thus, the Group purchases currency at the spot rate based on the conservative principle in order to hedge exchange rate risk.
The Group’s foreign currency assets and liabilities exposed to significant exchange rate risk were as follows:
| Foreign currency assets Monetary items USD EUR RMB Non-monetary items USD RMB HKD THB Foreign currency liabilities Monetary items USD EUR HKD JPY |
September 30, 2021 |
|---|---|
| Foreign Currencies Exchange Rate New Taiwan Dollars $ 43,319 27.795 $ 1,204,093 1,214 32.43 39,358 27,480 4.295 118,028 55,937 27.795 1,554,759 127,659 4.295 548,295 5,371 3.571 19,180 166,052 0.828 137,557 12,934 27.795 359,537 51 32.43 1,668 3,121 3.571 11,145 23,139 0.25 5,780 |
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| Foreign currency assets Monetary items USD EUR RMB Non-monetary items USD RMB HKD THB Foreign currency liabilities Monetary items USD EUR HKD JPY Foreign currency assets Monetary items USD EUR RMB Non-monetary items USD RMB HKD THB Foreign currency liabilities Monetary items USD EUR HKD JPY |
December 31, 2020 |
|---|---|
| Foreign Currencies Exchange Rate New Taiwan Dollars $ 52,099 28.48 $ 1,483,792 1,021 34.94 35,666 25,768 4.372 112,657 22,843 28.48 650,563 138,695 4.372 606,376 2,323 3.673 8,533 201,029 0.956 192,103 9,931 28.48 282,855 61 34.94 2,142 5,751 3.673 21,122 29,867 0.276 8,234 September 30, 2020 |
|
| Foreign Currencies Exchange Rate New Taiwan Dollars $ 57,799 29.12 $ 1,682,984 981 34 33,340 28,028 4.266 119,566 12,814 29.12 373,134 135,274 4.266 577,080 961 3.757 3,609 164,873 0.924 152,376 12,920 29.12 376,090 71 34 2,418 6,245 3.757 23,464 32,378 0.276 8,930 |
Refer to Note 23(a) for the information related to the Group’s realized and unrealized foreign exchange gains (losses) for the three months and the nine months ended September 30, 2021 and 2020. Due to the variety of foreign currency transactions and functional currencies, the Group could not disclose the foreign exchange gains (losses) for each foreign currency with significant influence.
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Sensitivity analysis
The Group’s exchange rate risk comes mainly from conversion gains and losses of accounts denominated in monetary items of foreign currencies. If there had been an unfavorable 5% movement in the levels of foreign exchanges against NTD at the end of the reporting period (with other factors remaining constant at the end of the reporting period and with analyses of the two periods on the same basis), profit would have decreased by $49,167 thousand and $71,249 thousand for the nine months ended September 30, 2021 and 2020, respectively.
b) Interest rate risk
The Group issued unsecured straight corporate bonds and signed facility agreements with financial institutions for locking in medium- and long-term fixed interest rates. In respect of interest payables, the fluctuation of interest rates does not affect the Group significantly.
The carrying amounts of the Group’s financial assets and financial liabilities exposed to interest rate risk were as follows:
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Fair value interest rate risk | ||||||
| Financial assets | $ | 6,906,105 | $ | 5,218,262 | $ | 6,373,896 |
| Financial liabilities | 82,433,029 | 76,502,983 | 77,946,576 | |||
| Cash flow interest rate risk | ||||||
| Financial assets | 7,521,980 | 6,486,835 | 4,986,376 | |||
| Financial liabilities | 2,433,463 | 2,586,036 | 3,086,862 |
Sensitivity analysis
The following sensitivity analysis is based on the exposure to interest rate risk of derivative and non-derivative instruments at the end of the reporting period. For floating-rate assets and liabilities, the analysis assumes that the balances of outstanding assets and liabilities at the end of the reporting period have been outstanding for the whole period and that the changes in interest rates are reasonable. If the interest rate had increased/decreased by 50 basis points (with other factors remaining constant at the end of the reporting period and with analyses of the two periods on the same basis), profit would have increased/decreased by $19,082 thousand and increased by $7,123 thousand for the nine months ended September 30, 2021 and 2020, respectively.
c) Other market price risk
The exposure to equity price risk is mainly due to holding of stocks. The Group manages the risk by maintaining portfolios of investments with different risks and by continuously monitoring the future developments and market trends of investment targets.
Sensitivity analysis
If the prices of equity instruments had decreased by 5% (with other factors remaining constant and with the analyses of the two periods on the same basis), net income would have decreased by $1,828 thousand since the fair value of financial assets at FVTPL decreased for the nine months ended September 30, 2021. Other comprehensive income would have decreased by $189,707 thousand and $177,940 thousand since the fair value of financial assets at FVTOCI decreased for the nine months ended September 30, 2021 and 2020, respectively.
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29. RELATED-PARTY TRANSACTIONS
- a. Parent company and ultimate controlling party
TWM is the ultimate controlling party of the Group.
- b. Related party name and nature of relationship
Related Party
GHS AppWorks AppWorks Fund III kbro Media M.E. TV Direct TPE Beijing Global JiuSha Media Technology Co., Ltd. GHS Trading Ltd. Beijing YueShih JiuSha Media Technology Co., Ltd. Citruss Saudi Trading Company LLC AppWorks School Co., Ltd. Good Image Co., Ltd. TVD Shopping
Fubon Life Insurance Co., Ltd. (Fubon Life) Fubon Insurance Co., Ltd. (Fubon Ins.) Fubon Securities Investment Trust Co., Ltd. Fubon Sports & Entertainment Co., Ltd. Taipei Fubon Commercial Bank Co., Ltd. (TFCB) Fubon Financial Holding Co., Ltd. Fubon Life Insurance (HK) Ltd. Fubon Securities Co., Ltd. Fubon Futures Co., Ltd. Fubon Investment Services Co., Ltd. Fubon Marketing Co., Ltd. Fu-Sheng Insurance Agency Co., Ltd. Fubon Insurance Agency Co., Ltd. Fubon Financial Venture Capital Co., Ltd. Fubon Gymnasium Co., Ltd. Fubon Asset Management Co., Ltd. One Production Film Co., Ltd. Fubon Bank (China) Co., Ltd. Fubon Land Development Co., Ltd. Fubon Property Management Co., Ltd. Fubon Real Estate Management Co., Ltd. Fubon Hospitality Management Co., Ltd. TFB Capital Co., Ltd.
Nature of Relationship
Associate Associate Associate Associate Associate Associate Associate (not a related party since the first quarter of 2021) Associate (subsidiary of GHS) Associate (subsidiary of GHS) Associate (subsidiary of GHS) Associate (subsidiary of GHS) Associate (subsidiary of AppWorks) Associate (subsidiary of kbro Media) Associate (subsidiary of TV Direct, not a related party since the fourth quarter of 2020) Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party (formerly known as Fu-Sheng Life Insurance Agency Co., Ltd.) Other related party (formerly known as Fu-Sheng General Insurance Agency Co., Ltd.) Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party
(Continued)
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Nature of Relationship
Related Party
P. League+ Co., Ltd. Other related party Jih Sun Financial Holding Co., Ltd. Other related party Jih Sun Securities Co., Ltd. Other related party Jih Sun International Bank, Ltd. Other related party Jih Sun Life Insurance Agent Co., Ltd. Other related party Jih Sun Futures Co., Ltd. Other related party Jih Sun Securities Investment Consulting Co., Ltd. Other related party Chung Hsing Constructions Co., Ltd. Other related party Ming Dong Co., Ltd. (Ming Dong) Other related party Fu Yi Health Management Co., Ltd. Other related party Dao Ying Co., Ltd. Other related party Fubon Xinji Investment Co., Ltd. Other related party Far Eastern Memorial Hospital Other related party (not a related party since the third quarter of 2021) Dai-Ka Ltd. Other related party Chen Feng Investment Ltd. Other related party Chen Yun Co., Ltd. Other related party Xi Guo Co., Ltd. Other related party Cho Pharma Inc. Other related party Dun Fu Industrial Corporation Limited Other related party kbro Co., Ltd. (kbro) Other related party Daanwenshan CATV Co., Ltd. Other related party North Taoyuan CATV Co., Ltd. Other related party Yangmingshan CATV Co., Ltd. Other related party Hsin Taipei CATV Co., Ltd. Other related party Chinpingtao CATV Co., Ltd. Other related party Hsintangcheng CATV Co., Ltd. Other related party Chuanlien CATV Co., Ltd. Other related party Chen Tao Cable TV Co., Ltd. Other related party Fengmeng Cable TV Co., Ltd. Other related party Hsinpingtao CATV Co., Ltd. Other related party Kuansheng CATV Co., Ltd. Other related party Nantien CATV Co., Ltd. Other related party Taiwan Win TV Media Co., Ltd. Other related party Taiwan Mobile Foundation (TMF) Other related party Taipei New Horizon Foundation (TNHF) Other related party Fubon Cultural & Educational Foundation Other related party Fubon Charity Foundation Other related party Fubon Art Foundation Other related party Taipei Fubon Bank Charity Foundation Other related party Taipei New Horizon Management Agency Other related party Key management Chairman, director, president, vice president, etc.
(Concluded)
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c. Significant transactions with related parties
- 1) Operating revenue
| Associates Other related parties |
For the Three Months Ended September 30 2021 2020 $ 3,792 $ 11,854 413,479 245,257 $ 417,271 $ 257,111 |
For the Three Months Ended September 30 2021 2020 $ 3,792 $ 11,854 413,479 245,257 $ 417,271 $ 257,111 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|---|---|---|
| 2021 $ 3,792 413,479 $ 417,271 |
2021 $ 9,740 1,152,814 $1,162,554 |
2020 $ 41,443 658,647 $ 700,090 |
The Group renders telecommunications, sales, maintenance, lease services, etc., to the related parties. The transaction terms with related parties were not significantly different from those with third parties.
2) Purchases
| Associates Other related parties |
For the Three Months Ended September 30 2021 2020 $ 349 $ 207,564 250,309 87,302 $ 250,658 $ 294,866 |
For the Three Months Ended September 30 2021 2020 $ 349 $ 207,564 250,309 87,302 $ 250,658 $ 294,866 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|---|---|---|---|---|---|
| 2021 $ 349 250,309 $ 250,658 |
2021 $ 129,139 581,785 $ 710,924 |
2020 $ 595,819 214,835 $ 810,654 |
The entities mentioned above provide logistics, copyright, broadcast, broadband, and other services. The transaction terms with related parties were not significantly different from those with third parties.
- 3) Receivables due from related parties
| Related Party | September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|---|
| Account | Categories | 2021 | 2020 | 2020 | |||
| Accounts receivable | Associates | $ | 690 |
$ | 2,266 |
$ | 12,147 |
| Accounts receivable | Other related parties | 383,255 |
176,565 |
156,518 | |||
| $ | 383,945 |
$ | 178,831 |
$ | 168,665 | ||
| Other receivables | Associates | $ | - |
$ | 63,244 |
$ | 54,821 |
| Other receivables | Other related parties | 90,937 |
111,681 |
135,826 | |||
| $ | 90,937 |
$ | 174,925 |
$ | 190,647 |
Receivables from related parties mentioned above were not secured with collateral, and no provisions for impairment loss were accrued.
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4) Payables due to related parties
| 5) 6) 7) 8) |
Account Related Party Categories September 30, 2021 December 31, 2020 September 30, 2020 Notes and accounts payable Associates $ 76 $ 99,281 $ 86,157 Notes and accounts payable Other related parties 325,197 61,275 52,444 $ 325,273 $ 160,556 $ 138,601 Other payables Other related parties$ 39,072 $ 22,952 $ 19,947 Prepayments September 30, 2021 December 31, 2020 September 30, 2020 Other related parties $ 35,849 $ 10,353 $ 31,719 Bank deposits, time deposits and other financial assets (including current and non-current portions) September 30, 2021 December 31, 2020 September 30, 2020 Other related parties TFCB $ 1,975,624 $ 1,807,422 $ 1,586,147 Others 13,494 24,798 24,837 $ 1,989,118 $ 1,832,220 $ 1,610,984 Acquisition of investments accounted for using equity method Related Party Transaction Transaction Period Shares (In Thousands) Purchase Price Contributions to AppWorks Fund III’s capital increase First three quarters of 2021 18,769 $ 192,205 First three quarters of 2020 33,000 $ 330,000 Acquisition of property, plant and equipment For the Nine Months Ended September 30, 2021 Purchase Price Other related parties $ 17,760 |
|---|---|
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9) Others
| September 30, 2021 December 31, 2020 September 30, 2020 Guarantee deposits Other related parties $ 62,165 $ 60,135 $ 60,040 Other current liabilities - receipts under custody Other related parties $ 150,524 $ 150,528 $ 127,749 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 Operating expenses Associates $ 690 $ 1,319 $ 13,164 $ 1,773 Other related parties TMF 6,000 4,800 17,100 15,650 TNHF - - 5,000 5,000 TFCB 60,178 47,217 172,597 142,455 Others 58,026 32,325 185,588 126,973 $ 124,894 $ 85,661 $ 393,449 $ 291,851 Other income Associates $ 11,112 $ 6,878 $ 11,112 $ 6,878 Other related parties TFCB 8,136 16,219 24,702 47,427 $ 19,248 $ 23,097 $ 35,814 $ 54,305 |
September 30, 2021 December 31, 2020 September 30, 2020 Guarantee deposits Other related parties $ 62,165 $ 60,135 $ 60,040 Other current liabilities - receipts under custody Other related parties $ 150,524 $ 150,528 $ 127,749 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 Operating expenses Associates $ 690 $ 1,319 $ 13,164 $ 1,773 Other related parties TMF 6,000 4,800 17,100 15,650 TNHF - - 5,000 5,000 TFCB 60,178 47,217 172,597 142,455 Others 58,026 32,325 185,588 126,973 $ 124,894 $ 85,661 $ 393,449 $ 291,851 Other income Associates $ 11,112 $ 6,878 $ 11,112 $ 6,878 Other related parties TFCB 8,136 16,219 24,702 47,427 $ 19,248 $ 23,097 $ 35,814 $ 54,305 |
September 30, 2021 December 31, 2020 September 30, 2020 Guarantee deposits Other related parties $ 62,165 $ 60,135 $ 60,040 Other current liabilities - receipts under custody Other related parties $ 150,524 $ 150,528 $ 127,749 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 Operating expenses Associates $ 690 $ 1,319 $ 13,164 $ 1,773 Other related parties TMF 6,000 4,800 17,100 15,650 TNHF - - 5,000 5,000 TFCB 60,178 47,217 172,597 142,455 Others 58,026 32,325 185,588 126,973 $ 124,894 $ 85,661 $ 393,449 $ 291,851 Other income Associates $ 11,112 $ 6,878 $ 11,112 $ 6,878 Other related parties TFCB 8,136 16,219 24,702 47,427 $ 19,248 $ 23,097 $ 35,814 $ 54,305 |
September 30, 2021 December 31, 2020 September 30, 2020 Guarantee deposits Other related parties $ 62,165 $ 60,135 $ 60,040 Other current liabilities - receipts under custody Other related parties $ 150,524 $ 150,528 $ 127,749 For the Three Months Ended September 30 For the Nine Months Ended September 30 2021 2020 2021 2020 Operating expenses Associates $ 690 $ 1,319 $ 13,164 $ 1,773 Other related parties TMF 6,000 4,800 17,100 15,650 TNHF - - 5,000 5,000 TFCB 60,178 47,217 172,597 142,455 Others 58,026 32,325 185,588 126,973 $ 124,894 $ 85,661 $ 393,449 $ 291,851 Other income Associates $ 11,112 $ 6,878 $ 11,112 $ 6,878 Other related parties TFCB 8,136 16,219 24,702 47,427 $ 19,248 $ 23,097 $ 35,814 $ 54,305 |
|---|---|---|---|
| 2021 $ 13,164 17,100 5,000 172,597 185,588 $ 393,449 $ 11,112 24,702 $ 35,814 |
2020 $ 1,773 15,650 5,000 142,455 126,973 $ 291,851 $ 6,878 47,427 $ 54,305 |
10) Lease arrangements
Acquisition of right-of-use assets
| Other related parties Fubon Life Others Lease liabilities (including current and non-current portions) September 30, 2021 Other related parties $ 725,856 |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 | 2020 | ||
| $ 378,571 $ 4,326 12,767 - $ 391,338 $ 4,326 December 31, 2020 September 30, 2020 $ 440,183 $ 463,053 |
The leases are conducted by referring to general market prices, and all the terms and conditions conform to normal business practices.
-
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-
d. Key management compensation
The amounts of remuneration of directors and key executives were as follows:
| Short-term employee benefits Termination and post-employment benefits |
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 2021 2020 $ 236,394 $ 220,374 7,895 6,792 $ 244,289 $ 227,166 |
For the Nine Months Ended September 30 2021 2020 $ 236,394 $ 220,374 7,895 6,792 $ 244,289 $ 227,166 |
For the Nine Months Ended September 30 2021 2020 $ 236,394 $ 220,374 7,895 6,792 $ 244,289 $ 227,166 |
|---|---|---|---|---|---|---|
| 2021 $ 82,307 1,085 $ 83,392 |
2020 $ 75,740 957 $ 76,697 |
2021 $ 236,394 7,895 $ 244,289 |
2020 $ 220,374 6,792 $ 227,166 |
30. ASSETS PLEDGED
The assets pledged as collateral for bank loans, purchases, performance bonds and lawsuits were as follows:
| September 30, | September 30, | December 31, | December 31, | September 30, | September 30, | |
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2020 | ||||
| Other current financial assets | $ | 156,739 |
$ | 169,230 |
$ | 162,453 |
| Service concessions | 6,657,295 | 6,791,334 | 6,836,014 | |||
| Other non-current financial assets | 356,141 |
355,432 |
307,067 | |||
| $ | 7,170,175 |
$ | 7,315,996 |
$ | 7,305,534 |
31. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS
- a. Unrecognized commitments
| September 30, 2021 Purchases of property, plant and equipment$ 7,193,675 Purchases of inventories and sales commitments $ 11,142,817 |
December 31, 2020 September 30, 2020 $ 8,695,105 $ 13,739,178 $ 5,500,331 $ 2,987,843 |
|---|---|
As of September 30, 2021, December 31, 2020 and September 30, 2020, the amounts of lease commitments commencing after the balance sheet dates were $1,772,116 thousand, $619,099 thousand and $686,143 thousand, respectively.
-
b. As of September 30, 2021, December 31, 2020 and September 30, 2020, the amounts of endorsements and guarantees provided to entities in the Group were $24,750,000 thousand, $21,550,000 thousand, and $21,550,000 thousand, respectively.
-
c. On January 15, 2009, TNH signed the BOT contract with the Department of Cultural Affairs of Taipei City Government. The primary terms of the contract are summarized as follows:
-
1) Construction and operating period:
The construction and operating period is 50 years from the day following the signing of the contract.
-
53 -
-
2) Development concession:
The total initial amount of concession was $1,238,095 thousand (tax excluded). According to the supplemental agreement signed in November 2014, the concession would be paid with additional business tax from the signing date of the supplemental agreement; thus, the concession was increased by $48,750 thousand. The rest of the concession will be paid over 14 years from fiscal year 2015. As of September 30, 2021, $813,719 thousand (tax included) of the concession had been paid.
- 3) Performance guarantee:
As of September 30, 2021, TNH had provided a $32,500 thousand performance guarantee regarding the BOT contract.
4) Rental of land:
During the construction period, TNH should pay land value tax (1% of the announced land value) and other expenses.
During the operating period, TNH should pay 60% of 5% of the announced land value, that is, 3% of the announced land value. According to the supplemental agreement signed in November 2014, the concession will be paid with additional business tax from the date of agreement signing.
-
d. In August 2015, Far EasTone Telecommunications (FET) filed a civil statement of complaint with the Court, in which FET claimed that (i) TWM shall apply for the return the C4 spectrum block (1748.7-1754.9/1843.7-1849.9 MHz) back to the NCC; (ii) TWM shall not use the C4 spectrum block; (iii) TWM shall not use the C1 spectrum block until TWM’s application for the return of the C4 spectrum block is approved by the NCC; and (iv) TWM shall provide $1,005,800 thousand to FET as compensation. In May 2016, the Court decided against TWM regarding claims (i), (ii), and (iii) of the lawsuit; and the Court decided against FET regarding claim (iv) of the lawsuit. FET offered a security deposit of $320,630 thousand for the provisional execution of claims (i) to (iv). TWM offered a counter-security deposit of $961,913 thousand in order to be exempted from the provisional execution of claims (i) to (iv). In addition, TWM offered a counter-security deposit for the exemption from provisional execution of the sentence, and the counter-security deposit was reclaimed in March 2018. TWM and FET appealed the aforementioned sentences respectively. The judgment dismissed by the High Court were as follows: 1. (1) TWM “shall apply for the return of the C4 spectrum block to the NCC immediately”, “shall not use the C4 spectrum block in any way”, and “TWM shall not use the C1 spectrum block before the C4 spectrum block has been returned to and approved by the NCC”, and (2) the claim stated in section 2(2) below, in which the corresponding portion of FET’s claimed provisional execution and litigation expenses were rejected. 2. (1) For the dismissed portion stated in the above section (1), FET’s claim and motion of provisional execution in the first instance were rejected; and (2) for the dismissed portion stated in the above section 1(2), TWM shall pay FET $765,779 thousand, as well as a 5% annual interest payment, for the period starting from September 5, 2015 to the payment date, on $152,584 thousand of the above amount. 3. The rest of FET’s appeals were rejected. 4. TWM shall bear half of the litigation expenses in the first and second instances, and FET shall bear the rest. 5. Regarding the portion of the judgment regarding TWM’s payment, FET may file a provisional execution with a collateral of $255,260 thousand or a negotiable certificate deposit (NCD) issued by Far Eastern International Bank for the equal amount; and TWM may provide a counter-security of $765,779 thousand to be exempted from the above FET provisional execution. 6. The rest of FET’s motions on provisional execution were rejected. TWM and FET appealed the sentence respectively. In May 2019, the judgment dismissed by the Supreme Court was as follows: regarding the portion of the High Court’s original judgment on (1) dismissed FET’s other appeal, (2) ruled the TWM’s payment obligation, and (3) ruled the litigation expenses with respect to above-mentioned two items shall be dismissed, and the Supreme Court remanded the case to the High Court. Under the first retrial of the High Court, TWM filed a counterclaim requesting that FET pay $14,482 thousand, as well as a 5% annual interest payment, for the period starting from the date following the service of the counterclaim until the
-
54 -
settlement date. In August 2020, the judgment dismissed by the High Court first retrial were as follows: regarding the portion of the High Court’s original judgment on dismissing FET’s claim stated below, in which the corresponding portion of FET’s claimed provisional execution and litigation expenses (except the part of final and binding judgment) were rejected. For the dismissed portion stated in the above, TWM shall pay FET $242,154 thousand as well as, a 5% annual interest payment, for the period starting from September 30, 2016 to the payment date, on $142,685 thousand of the above amount; and a 5% annual interest payment, for the period starting from July 21, 2017 to the payment date, on $99,469 thousand of the above amount. The rest of FET’s appeals were rejected. TWM's counterclaim and the motion of provisional execution were rejected. FET shall bear 75% of the litigation expenses in the first and the second trial (except for the part of the final and binding judgment) as well as the third trial prior to the remand; and TWM shall bear the rest. TWM shall bear the litigation expenses of the counterclaim. Regarding the portion of the judgment regarding TWM's payment, FET may file a provisional execution with a collateral of $80,720 thousand; and TWM may provide a counter-security of $242,154 thousand to be exempted from the above provisional execution. TWM and FET appealed the sentence respectively. The case is now in the process of the Supreme Court.
32. OTHERS
a. Employee benefits, depreciation, and amortization are summarized as follows:
| Employee benefits Salary Insurance expenses Pension Others Depreciation Amortization |
For the Three Months Ended September 30 | For the Three Months Ended September 30 |
|---|---|---|
| 2021 Classified as Operating Costs Classified as Operating Expenses Total $ 671,432 $ 1,332,080 $ 2,003,512 60,613 119,559 180,172 29,745 58,056 87,801 31,541 65,033 96,574 2,819,374 247,448 3,066,822 1,161,242 385,183 1,546,425 |
2020 | |
| Classified as Operating Costs Classified as Operating Expenses Total $ 623,427 $ 1,225,799 $ 1,849,226 53,458 105,939 159,397 28,312 55,654 83,966 29,869 68,104 97,973 2,482,104 250,741 2,732,845 1,141,437 484,749 1,626,186 |
| Employee benefits Salary Insurance expenses Pension Others Depreciation Amortization |
**For the Nine Months ** | Ended September 30 |
|---|---|---|
| 2021 Classified as Operating Costs Classified as Operating Expenses Total $ 1,978,041 $ 3,951,197 $ 5,929,238 178,676 358,955 537,631 87,564 173,542 261,106 92,820 200,999 293,819 8,377,627 757,576 9,135,203 3,458,297 1,189,318 4,647,615 |
2020 | |
| Classified as Operating Costs Classified as Operating Expenses Total $ 1,856,407 $ 3,705,392 $ 5,561,799 159,035 316,855 475,890 83,741 164,625 248,366 88,173 194,526 282,699 7,450,514 755,917 8,206,431 2,683,495 1,592,741 4,276,236 |
Information of employees’ compensation and remuneration of directors
According to TWM’s Articles, the estimated employees’ compensation and remuneration of directors are set at the rates of 1% to 3% and no higher than 0.3%, respectively, of profit before income tax, employees’ compensation, and remuneration of directors. Estimations for employees’ compensation were $97,564 thousand, $87,896 thousand, $278,966 thousand and $285,986 thousand, and remuneration to directors were $9,757 thousand, $8,790 thousand, $27,897 thousand and $28,599 thousand, which were calculated by applying the rates to the aforementioned profit before income tax, for the three months and the nine months ended September 30, 2021 and 2020, respectively.
- 55 -
If there is a change in the approved amounts after the annual consolidated financial statements are authorized for issue, the difference is recorded as a change in accounting estimate in the next year.
The employees’ compensation and remuneration of directors of 2020 and 2019 shown below were approved by the Board of Directors on February 25, 2021 and February 21, 2020, respectively. The differences with the amounts recognized in the consolidated financial statements have been adjusted in 2021 and 2020, respectively.
| Amounts approved by the Board of Directors Amounts recognized in the consolidated financial statements |
For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|
| 2020 Employees’ Compensation Paid in Cash Remuneration of Directors $ 390,869 $ 39,087 $ 351,782 $ 35,178 |
2019 | |
| Employees’ Compensation Paid in Cash Remuneration of Directors $ 437,880 $ 43,788 $ 394,092 $ 39,409 |
Information on the employees’ compensation and remuneration of directors approved by the Board of Directors is available at the Market Observation Post System website of the Taiwan Stock Exchange.
- b. As of the date the consolidated financial statements were authorized for issue, the COVID-19 pandemic did not have a significant impact on the Group’s operating ability, financing situation and assessment of asset impairment, and the Group is continuously monitoring and assessing the situation.
33. ADDITIONAL DISCLOSURES
-
a. Information on significant transactions and b. Information on investees:
-
1) Financing extended to other parties: Table 1 (attached)
-
2) Endorsements/guarantees provided to other parties: Table 2 (attached)
-
3) Marketable securities held (excluding investments in subsidiaries and associates): 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: Table 4 (attached)
-
5) Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital: Table 5 (attached)
-
6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital: None
-
7) Total purchases from or sales to related parties of at least NT$100 million or 20% of the paid-in capital: Table 6 (attached)
-
8) Receivables from related parties of at least NT$100 million or 20% of the paid-in capital: Table 7 (attached)
-
9) Names, locations and related information of investees on which TWM exercised significant influence (excluding information on investments in mainland China): Table 8 (attached)
-
56 -
-
10) Trading in derivative instruments: None
-
11) Business relationships between the parent and the subsidiaries and significant intercompany transactions: Table 9 (attached)
-
c. Information on investments in mainland China:
-
1) The names of investees in mainland China, the main businesses and products, issued capital, method of investment, information on inflow or outflow of capital, ownership, net income or loss and recognized investment gain or loss, ending balance, amount received as earnings distributions from the investment, and limitation on investment: Table 10 (attached)
-
2) Significant direct or indirect transactions with the investee companies, the prices and terms of payment, unrealized gain or loss, and other related information, which is helpful to understand the impact of investment in mainland China on financial reports: None
-
d. Information of major stockholders, the name, the number of stocks owned, and percentage of ownership of each stockholder with ownership of 5% or greater: Table 11 (attached)
34. SEGMENT INFORMATION
Segment Revenue and Operating Results
The Group divides its business into four reportable segments with different market attributes and operation modes. The four segments are described as follows.
Telecommunications: providing mobile communication services, mobile phone sales and fixed-line services.
Retail: providing online shopping, TV shopping and catalog shopping.
Cable Television: providing pay TV and cable broadband services.
Others: business other than telecommunications, retail, and cable television.
| Adjustments | Adjustments | ||||||
|---|---|---|---|---|---|---|---|
| For the Three Months | Telecommuni- | Cable | and | ||||
| Ended September 30, 2021 | cations | Retail | Television | Others | Eliminations | Total | |
| Operating revenue | $ 15,508,522 |
$ 20,907,386 $ | 1,561,735 $ |
132,765 | $ | (720,766 ) | $ 37,389,642 |
| Operating costs and expenses | 13,005,648 | 19,974,598 |
1,016,448 | 91,791 | (685,050 ) | 33,403,435 |
|
| Operating income | 2,722,144 | 958,234 |
545,108 | 40,974 | (48,571 ) | 4,217,889 |
|
| Adjustments | |||||||
| For the Three Months | Telecommuni- | Cable | and | ||||
| Ended September 30, 2020 | cations | Retail | Television | Others | Eliminations | Total | |
| Operating revenue | $ 14,435,094 |
$ 15,582,993 $ | 1,561,796 $ |
150,212 | $ | (487,118 ) | $ 31,242,977 |
| Operating costs and expenses | 11,715,349 | 15,149,752 |
1,009,401 | 95,424 | (446,108 ) | 27,523,818 |
|
| Operating income | 2,831,427 | 457,698 |
551,297 | 55,899 | (53,563 ) | 3,842,758 |
|
| Adjustments | |||||||
| For the Nine Months | Telecommuni- | Cable | and | ||||
| Ended September 30, 2021 | cations | Retail | Television | Others | Eliminations | Total | |
| Operating revenue | $ 46,477,035 |
$ 61,526,877 $ | 4,662,880 $ |
407,154 | $ | (1,950,520 ) | $ 111,123,426 |
| Operating costs and expenses | 39,419,075 | 58,687,104 |
3,023,025 | 287,710 | (2,019,330 ) | 99,397,584 |
|
| Operating income | 7,418,466 | 2,906,108 |
1,639,317 | 119,802 | 31,426 | 12,115,119 |
(Continued)
- 57 -
| Adjustments | ||||||
|---|---|---|---|---|---|---|
| For the Nine Months | Telecommuni- | Cable | and | |||
| Ended September 30, 2020 | cations | Retail | Television | Others | Eliminations | Total |
| Operating revenue | $ 44,411,377 |
$ 46,522,804 $ | 4,646,217 $ |
421,787 | $ (1,564,890 ) | $ 94,437,295 |
| Operating costs and expenses | 35,474,621 | 45,113,757 |
2,969,343 | 286,004 | (1,611,595 ) |
82,232,130 |
| Operating income | 9,156,800 | 1,480,605 |
1,673,801 | 136,894 | 9,335 |
12,457,435 |
(Concluded)
Geographical information
The Group’s revenue is generated mostly from domestic business. Overseas revenue is primarily generated from international calls and data services.
Consolidated geographic information for revenue was as follows:
| Taiwan, ROC Overseas |
For the Nine Months Ended September 30 |
For the Nine Months Ended September 30 |
|
|---|---|---|---|
| 2021 $ 109,427,404 1,696,022 $ 111,123,426 |
2020 $ 92,613,487 1,823,808 $ 94,437,295 |
- 58 -
TABLE 1
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
FINANCING EXTENDED TO OTHER PARTIES FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021
(In Thousands of New Taiwan Dollars)
| No. | Lending Company | Borrowing Company | Financial Statement Account |
Related Parties |
Maximum Balance for the Period (Note 1) |
Ending Balance (Note 1) |
Drawdown Amounts |
Interest Rate | Nature of Financing |
Transaction Amounts |
Reasons for Short-term Financing |
Allowance for Impairment Loss |
**Collateral ** | **Collateral ** | Lending Limit for Each Borrowing Company |
Lending Company’s Lending Amount Limits |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 1 | TCC | TWM TFC |
Other receivables Other receivables |
Yes Yes |
$ 400,000 700,000 |
$ 400,000 700,000 |
$ 388,000 341,000 |
0.86856%-0.86900% 1.16867% |
Short-term financing Short-term financing |
$ - - |
Operation requirements Operation requirements |
$ - - |
- - |
$ - - |
$ 31,943,096 31,943,096 |
$ 31,943,096 31,943,096 |
Note 2 Note 2 |
| 2 | WMT | TWM TKT TFNM WTVB |
Other receivables Other receivables Other receivables Other receivables |
Yes Yes Yes Yes |
3,800,000 100,000 2,500,000 1,200,000 |
3,800,000 100,000 2,500,000 1,200,000 |
2,775,000 - 840,000 720,000 |
0.86867%-0.87033% - 0.86856%-0.87178% 0.86856%-0.87033% |
Short-term financing Short-term financing Short-term financing Short-term financing |
- - - - |
Operation requirements Operation requirements Operation requirements Operation requirements |
- - - - |
- - - - |
- - - - |
8,579,541 8,579,541 8,579,541 8,579,541 |
8,579,541 8,579,541 8,579,541 8,579,541 |
Note 2 Note 2 Note 2 Note 2 |
| 3 | TVC | TWM | Other receivables | Yes | 600,000 | 450,000 |
450,000 |
0.86867% | Short-term financing | - |
Operation requirements | - | - | - | 1,026,797 |
1,026,797 |
Note 2 |
| 4 | TFN | TWM TCC |
Other receivables Other receivables |
Yes Yes |
11,000,000 700,000 |
11,000,000 700,000 |
7,913,000 341,000 |
0.86856%-0.86900% 0.86867% |
Short-term financing Short-term financing |
- - |
Operation requirements Operation requirements |
- - |
- - |
- - |
20,590,031 20,590,031 |
20,590,031 20,590,031 |
Note 2 Note 2 |
| 5 | YJCTV | TFNM | Other receivables | Yes | 60,000 | 30,000 |
20,000 |
0.86900% | Transactions | 429,440 | - | - | - | - | 429,440 |
429,440 |
Notes 3 and 4 |
| 6 | PCTV | TFNM | Other receivables | Yes | 520,000 | 520,000 |
520,000 |
0.86900% | Transactions | 532,315 | - | - | - | - | 532,315 |
532,315 |
Notes 3 and 4 |
| 7 | GCTV | TFNM | Other receivables | Yes | 250,000 | 250,000 |
250,000 |
0.86900% | Short-term financing | - |
Repayment of financing | - |
- | - | 280,794 |
280,794 |
Note 3 |
Note 1: The maximum balance for the period and the ending balance represent quotas, not actual drawdown.
Note 2: Where funds are loaned for reasons of business dealings and short-term financing needs, the amount of loaned funds shall be limited to 40% of the lending company’s net worth. For short-term financing needs, the aggregate amount of loaned funds shall not exceed 40% of the lending company’s net worth. The individual loan funds shall be limited to the lowest amount of the following items: 1) 40% of the lending company’s net worth; 2) The amount that the lending company invests in the borrowing entities; or 3) An amount equal to (the share portion of the borrowing entities that the lending company invests in) * (the total loaning amounts of the borrowing company). In the event that a lending company directly and indirectly owns 100% of the borrowing company, or the borrowing company directly and indirectly owns 100% of the lending company, the individual lending amount and the aggregate amount of loaned funds shall not exceed 40% of the lending company’s net worth.
Note 3: Where funds are loaned for reasons of business dealings and short-term financing needs, the amount of loaned funds shall be limited to the total amount of business dealings and 40% of the lending company’s net worth. 1) For reasons of business dealings: The individual lending amount and the aggregate amount of loaned funds shall not exceed the amount of business dealings and the total amount of business dealings, respectively. 2) For short-term financing needs: The individual lending amount and the aggregate amount of loaned funds shall not exceed 40% of the lending company’s net worth.
Note 4: Where funds are loaned for reasons of business dealings, the aggregate amount of loans and the maximum amount permitted to a single borrower shall be prescribed within the aggregate amount of business transactions.
- 59 -
TABLE 2
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
ENDORSEMENT/GUARANTEE PROVIDED TO OTHER PARTIES FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021
(In Thousands of New Taiwan Dollars)
| No. | Company Providing Endorsements/ Guarantees |
Receiving Party | Receiving Party | Limits on Endorsements/ Guarantees Amount Provided to Each Entity |
Maximum Balance for the Period (Note 1) |
Ending Balance (Note 1) |
Drawdown Amounts (Note 1) |
Amount of Endorsements/ Guarantees Collateralized by Property |
Ratio of Accumulated Endorsements/ Guarantees to Net Worth of the Guarantor (Note 1) |
Maximum Endorsements/ Guarantees Amount Allowable |
Guarantee Provided by Parent Company |
Guarantee Provided by a Subsidiary |
Guarantee Provided to Subsidiaries in Mainland China |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Nature of Relationship |
|||||||||||||
| 0 | TWM | TFN TKT TVC |
Note 2 Note 2 Note 2 |
$ 42,000,000 313,800 4,350,000 |
$ 21,500,000 50,000 3,200,000 |
$ 21,500,000 50,000 3,200,000 |
$ 6,500,000 50,000 - |
$ - - - |
34.46 0.08 5.13 |
$ 62,396,797 62,396,797 62,396,797 |
Y Y Y |
N N N |
N N N |
Note 3 Note 3 Note 3 |
Note 1: The maximum endorsement/guarantee balance for the period, the ending balance, and the drawdown amounts represent quotas, not actual drawdown.
Note 2: Direct/indirect subsidiary.
Note 3: For 100% directly/indirectly owned subsidiaries, the aggregate endorsement/guarantee amount provided shall not exceed the net worth of TWM, and the upper limit for each subsidiary shall be double the investment amount.
- 60 -
TABLE 3
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
MARKETABLE SECURITIES HELD (EXCLUDING INVESTMENTS IN SUBSIDIARIES AND ASSOCIATES) SEPTEMBER 30, 2021
(In Thousands of New Taiwan Dollars)
| Investing Company | Marketable Securities Type and Name | Relationship with the Securities Issuer |
Financial Statement Account | At the End of the Period | At the End of the Period | Note | ||
|---|---|---|---|---|---|---|---|---|
| Units/Shares (In Thousands) |
Carrying Amount |
Percentage of Ownership (%) |
Fair Value | |||||
| TWM TCC WMT TVC TCCI TUI TID |
Stock Chunghwa Telecom Co., Ltd. Asia Pacific Telecom Co., Ltd. LINE Bank Taiwan Limited Bridge Mobile Pte. Ltd. Limited Partnerships Grand Academy Investment, L.P. Starview Heights Investment, L.P. Stock Arcoa Communication Co., Ltd. Limited Partnerships The Last Thieves, L.P. Stock 17LIVE INC. 91APP, Inc. Stampede Entertainment, Inc. TIKI GLOBAL PTE. LTD. Limited Partnerships Pioneer Fund II L.P. Stock TWM Great Taipei Broadband Co., Ltd. Stock TWM Stock TWM |
- - - - - - - - - - - - - TWM - TWM TWM |
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 FVTOCI Non-current financial assets at FVTOCI 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 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 |
2,174 97,171 50,000 800 - - 6,998 - 38 2,500 1,333 760 - 200,497 10,000 410,665 87,590 |
$ 240,173 794,859 432,698 28,030 706,104 5,809 111,201 - 1,813 547,500 222,360 555,899 34,744 19,829,130 37,367 40,614,796 8,662,607 |
0.028 2.25 5 10 21.67 21.67 5.21 7.14 0.013 2.07 8.45 3.17 21.83 5.71 6.67 11.69 2.49 |
$ 240,173 794,859 432,698 28,030 706,104 5,809 111,201 - 1,813 547,500 222,360 555,899 34,744 19,829,130 37,367 40,614,796 8,662,607 |
Note 1 Note 1 Note 1 Note 1 |
(Continued)
- 61 -
| Investing Company | Marketable Securities Type and Name | Relationship with the Securities Issuer |
Financial Statement Account | At the End of the Period | At the End of the Period | Note | ||
|---|---|---|---|---|---|---|---|---|
| Units/Shares (In Thousands) |
Carrying Amount |
Percentage of Ownership (%) |
Fair Value | |||||
| TFNM momo |
Limited Partnerships Dragon Tiger Capital Partners Limited - Class B Dragon Tiger Capital Partners Limited - Class C Stock Media Asia Group Holdings Limited We Can Medicines Co., Ltd. |
- - - - |
Non-current financial assets at FVTOCI Non-current financial assets at FVTOCI Current financial assets at FVTOCI Non-current financial assets at FVTOCI |
0.2 0.0335 4,367 3,140 |
$ - - 19,180 92,958 |
0.33 0.056 0.15 7.85 |
$ - - 19,180 92,958 |
Note 1: Percentage of ownership is the percentage of capital contribution.
Note 2: For the information on investments in subsidiaries and associates, see Table 8 and Table 10 for details.
(Concluded)
- 62 -
TABLE 4
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
MARKETABLE SECURITIES ACQUIRED OR DISPOSED OF AT COSTS OR PRICES OF AT LEAST $300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021
(In Thousands of New Taiwan Dollars)
| Company Name | Type and Name of Marketable Securities |
Financial Statement Account |
Counterparty | Relationship | Beginning Balance | Beginning Balance | Acquisition | Acquisition | Disposal | Disposal | Ending | Balance | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Units/Shares (In Thousands) |
Amount | Units/Shares (In Thousands) |
Amount | Units/Shares (In Thousands) |
Amount | Carrying Amount |
Gain (Loss) on Disposal (Note 1) |
Units/Shares (In Thousands) |
Amount (Note 2) |
|||||
| TWM TVC momo |
TVC TIKI GLOBAL PTE. LTD. TPE |
Investments accounted for using equity method Non-current financial assets at FVTOCI Investments accounted for using equity method |
- - Note 3 |
Subsidiary - Note 3 |
160,500 - 14,793 |
$ 1,587,474 - 386,414 |
57,000 760 - |
$ 570,000 560,678 - |
- - 14,793 |
$ - - 466,547 |
$ - - 410,229 |
$ - - 99,052 |
217,500 760 - |
$ 2,566,994 555,899 - |
Note 1: The amounts included capital surplus derecognized and other comprehensive income transferred in.
Note 2: The ending balance included the relevant adjustments to investments accounted for using equity method and financial assets.
Note 3: Sold on the open market.
- 63 -
TABLE 5
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
ACQUISITION OF INDIVIDUAL REAL ESTATE AT COSTS OF AT LEAST $300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021
(In Thousands of New Taiwan Dollars)
| Buyer | Property | Event Date | Transaction Amount |
Payment Status | Counterparty | Relationship | Information on Previous Title Transfer If Counterparty | Information on Previous Title Transfer If Counterparty | Information on Previous Title Transfer If Counterparty | Is A Related Party | Pricing Reference | Purpose of Acquisition |
Other Terms |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| **Property Owner ** | Relationship | Transaction Date | Amount | ||||||||||
| momo | Warehousing logistics construction Land |
May 5, 2021 September 3, 2021 |
$ 2,276,190 1,321,137 |
momo has paid $33,965 thousand. The remaining amount will be settled in monthly instalments after the acceptance. momo has paid $132,114 thousand. The remaining amounts will be settled in accordance with the contract. |
Li Jin Engineering Co., Ltd. Tung Chin Textile Co., Ltd. |
- - |
- - |
- - |
- - |
$ - - |
Budget commitments had been approved by the Board of Directors, and determined by price comparison and price negotiation Determined by the professional appraisal report and market conditions |
Business development needs Set up a central logistics center for operational needs |
None None |
- 64 -
TABLE 6
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021
(In Thousands of New Taiwan Dollars)
| Company Name | Related Party | Nature of Relationship | Transaction Details | Transaction Details | Transactions with Terms Different from Others |
Transactions with Terms Different from Others |
Notes/Accounts Payable or Receivable |
Notes/Accounts Payable or Receivable |
Note | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase/Sale | Amount | % to Total | Payment Terms | Unit Price | Payment Terms | Ending Balance | % to Total | ||||
| TWM TWM&TDS TFN TT&T TPIA TFNM MCTV WTVB momo |
TFN TPIA TKT momo Fubon Ins. TFNM Fubon Life kbro TWM Fubon Ins. YJCTV PCTV UCTV GCTV Dai-Ka Ltd. kbro FSL MFS kbro TPE |
Subsidiary Subsidiary Subsidiary Subsidiary Other related party Fellow subsidiary Other related party Other related party Ultimate parent Other related party Subsidiary Subsidiary Subsidiary Subsidiary Other related party Other related party Subsidiary Subsidiary Other related party Associate |
Sale Purchase Sale Purchase Sale Purchase Sale Sale Sale Sale Sale Sale Channel leasing fee Channel leasing fee Channel leasing fee Channel leasing fee Royalty for copyright Sale Purchase Purchase Purchase Purchase |
$ 136,069 3,081,855 139,708 289,306 1,558,905 169,930 178,920 133,975 104,388 264,255 746,310 224,125 288,830 367,971 162,463 132,434 116,042 170,259 259,325 102,751 103,242 127,694 |
- 10 - 1 4 1 - 2 2 4 90 92 11 14 6 5 51 22 - - - - |
Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms |
- - - - - - - - - - - - Note 1 Note 1 Note 1 Note 1 Note 1 - - - - - |
- - - - - - - - - - - - Note 1 Note 1 Note 1 Note 1 Note 1 - - - - - |
$ 29,454 (422,223 ) 72,043 (89,866 ) 231,812 (23,292 ) 46,414 32,580 16,018 61,602 85,105 87,500 - - - - (168,651 ) 99,318 (81,701 ) (13,516 ) (84,697 ) - |
- Note 2 1 3 4 1 1 3 2 6 91 87 - - - - 94 10 1 - 1 - |
Note 3 Note 3 Note 4 |
Note 1: The companies authorized a related party to deal with the copyright fees for cable television. As the said account item is the only one, there is no comparable transaction.
Note 2: Including accounts payable and other payables.
Note 3: Accounts receivable (payable) was the net amount after being offset.
Note 4: TPE has not been a related party since the first quarter of 2021.
- 65 -
TABLE 7
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
RECEIVABLES FROM RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL SEPTEMBER 30, 2021
(In Thousands of New Taiwan Dollars)
| Company Name | Related Party | Nature of Relationship | Ending Balance | Ending Balance | Turnover Rate | Overdue | Overdue | Amount Received in Subsequent Period |
Allowance for Impairment Loss |
|---|---|---|---|---|---|---|---|---|---|
| Amount | Action Taken | ||||||||
| TWM TCC WMT TVC TFN PCTV GCTV momo |
momo TWM TFC TWM TFNM WTVB TWM TWM TCC TFNM TFNM TFCB |
Subsidiary Parent Subsidiary Parent Subsidiary Subsidiary Parent Ultimate parent Parent Parent Parent Other related party |
Accounts receivable Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Accounts receivable Other receivables Other receivables Accounts receivable Other receivables Accounts receivable Other receivables Accounts receivable Other receivables |
$ 231,812 389,290 342,627 2,778,609 841,259 722,593 451,596 428,991 8,006,975 342,209 7,845 521,175 3,388 250,550 20,517 88,993 |
7.2 9.01 6.39 6.32 Note |
$ - - - - - - - - - - - - - - - - |
- - - - - - - - - - - - - - - - |
$ 226,496 1,227 1,627 786 140,210 2,376 271,596 376,965 58,042 1,209 3,838 41 1,608 5 20,509 88,993 |
$ - - - - - - - - - - - - - - - - |
Note: Not applicable due to the transaction partners and the nature of transactions.
- 66 -
TABLE 8
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
NAMES, LOCATIONS AND RELATED INFORMATION OF INVESTEES ON WHICH TWM EXERCISED SIGNIFICANT INFLUENCE (EXCLUDING INFORMATION ON INVESTMENT IN MAINLAND CHINA) FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021
(In Thousands of New Taiwan Dollars)
| Investor | Investee | Location | Main Businesses and Products | Investment Amount | Investment Amount | Balance at the End of the Period | Balance at the End of the Period | Balance at the End of the Period | Net Income (Loss) of the Investee |
Investment Income (Loss) |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30, 2021 |
December 31, 2020 |
Shares (In Thousands) |
Percentage of Ownership (%) |
Carrying Amount |
|||||||
| TWM TCC WMT TVC TFN TCCI TFNM TKT |
TCC WMT TVC TNH AppWorks ADT TFN TT&T TWM Holding TCCI TDS TPIA TFC TFNM GFMT GWMT WTVB momo TWMFM AppWorks Fund III TUI TID TKT YJCTV MCTV PCTV UCTV GCTV kbro Media M.E. |
Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan British Virgin Islands Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan |
Investment Investment Investment Building and operating Songshan Cultural and Creative Park BOT project Venture capital, investment consulting, and management consulting Technology development of mobile payment and information processing services Fixed line service provider Call center service and telephone marketing Investment Investment Commissioned maintenance services Property insurance agent Cloud and information services Type II telecommunications business Investment Investment TV program provider Wholesale and retail sales Film production Venture capital Investment Investment Digital music services Cable TV service provider Cable TV service provider Cable TV service provider Cable TV service provider Cable TV service provider Film distribution, arts and literature services, and entertainment Livestreaming artists management services and digital media production |
$ 40,397,288 16,871,894 2,175,000 1,918,655 235,000 Note 2 21,000,000 56,210 347,951 17,285,441 25,000 5,000 200,000 5,210,443 16,984 92,189 222,417 8,129,394 300 522,205 22,314,609 3,603,149 156,900 2,061,522 510,724 3,261,073 1,986,250 1,221,002 341,250 27,000 |
$ 40,397,288 16,871,894 1,605,000 1,918,655 235,000 60,000 21,000,000 56,210 347,951 17,285,441 25,000 5,000 200,000 5,210,443 16,984 92,189 222,417 8,129,394 - 330,000 22,314,609 3,603,149 156,900 2,061,522 510,724 3,261,073 1,986,250 1,221,002 341,250 27,000 |
502,970 42,065 217,500 191,866 1,275 Note 2 2,100,000 2,484 - 154,721 2,500 500 20,000 230,921 1,500 8,945 18,177 81,961 30 51,769 400 104,712 14,700 33,940 6,248 68,090 169,141 51,733 21,994 460 |
100 100 100 49.9 51 Note 2 100 100 100 100 100 100 100 100 100 100 100 45.01 100 20.14 100 100 100 100 29.53 100 99.22 92.38 33.58 15 |
$ 17,945,285 21,448,637 2,566,994 1,893,058 285,115 Note 2 51,476,040 96,887 220,783 27,124,322 101,020 80,010 180,459 6,587,056 17,164 97,446 287,857 10,093,706 239 566,407 35,364,598 7,547,995 378,798 1,628,995 624,425 3,426,254 2,033,786 1,271,018 157,432 26,007 |
$ 2,346,297 2,373,791 62,864 58,119 40,837 Note 2 2,161,381 37,416 (2,015) 2,021 6,627 70,010 (5,211) 1,362,740 87 2,358 21,618 2,363,815 (61) 302,392 (123) (104) 100,184 (44,516) 27,847 106,969 26,615 36,330 (55,095) 2,066 |
$ 2,347,190 2,373,509 62,864 29,079 20,181 (96) - - - - - - - - - - - - - - - - - - - - - - - - |
Note 1 Note 1 Note 1 Note 1 Note 2 Note 3 Note 3 Notes 3 and 4 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Notes 3 and 5 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Notes 3 and 6 Note 3 Note 3 Note 3 Note 3 Note 3 |
(Continued)
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| Investor | Investee | Location | Main Businesses and Products | Investment Amount | Investment Amount | Balance at the End of the Period | Balance at the End of the Period | Balance at the End of the Period | Net Income (Loss) of the Investee |
Investment Income (Loss) |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30, 2021 |
December 31, 2020 |
Shares (In Thousands) |
Percentage of Ownership (%) |
Carrying Amount |
|||||||
| GFMT GWMT momo Asian Crown (BVI) Fortune Kingdom Honest Development |
UCTV GCTV Asian Crown (BVI) Honest Development FLI FPI FST Bebe Poshe FSL MFS TV Direct TPE Fortune Kingdom HK Fubon Multimedia HK Yue Numerous |
Taiwan Taiwan British Virgin Islands Samoa Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Thailand Taiwan Samoa Hong Kong Hong Kong |
Cable TV service provider Cable TV service provider Investment Investment Life insurance agent Property insurance agent Travel agent Wholesale of cosmetics Logistics and transport Wholesaling Wholesale and retail sales Logistics industry Investment Investment Investment |
$ 16,218 91,910 885,285 670,448 3,000 3,000 6,000 85,000 250,000 100,000 174,089 Note 7 1,132,789 1,132,789 670,448 |
$ 16,218 91,910 885,285 670,448 3,000 3,000 6,000 85,000 250,000 100,000 174,089 295,860 1,132,789 1,132,789 670,448 |
1,300 3,825 9,735 21,778 500 500 3,000 8,500 25,000 10,000 191,213 Note 7 11,594 11,594 16,600 |
0.76 6.83 81.99 100 100 100 100 85 100 100 21.35 Note 7 100 100 100 |
$ 15,635 95,960 22,794 619,956 5,849 10,685 42,850 33,744 281,409 105,566 137,557 Note 7 23,731 23,731 619,956 |
$ 26,615 36,330 (10,064) (46,442) (1,270) 2,956 2,125 (9,003) 34,864 5,385 (122,516) Note 7 (9,893) (9,893) (46,442) |
- - - - - - - - - - - - - - - |
Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 Notes 3 and 7 Note 3 Note 3 Note 3 |
Note 1: Downstream transactions, upstream transactions, and consolidated unrealized gain or loss are included.
Note 2: Had completed liquidation in August 2021.
Note 3: The income/loss of the investee was already included in the income/loss of the investor, and is not presented in this table.
Note 4: Held 1 share as of period end.
Note 5: Non-controlling interests.
Note 6: 70.47% of stocks are held under trustee accounts.
Note 7: momo sold all of its equity interest of TPE in March 2021.
Note 8: For information on investments in mainland China, see Table 10 for the details.
(Concluded)
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TABLE 9
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT TRANSACTIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021
(In Thousands of New Taiwan Dollars)
| Number | Company Name | Counterparty | Nature of Relationship (Note 1) |
Transaction Details | Transaction Details | Percentage of Consolidated Total Operating Revenue or Total Assets |
|
|---|---|---|---|---|---|---|---|
| Account | Amount | Transaction Terms (Note 2) |
|||||
| 0 | TWM | TFN TPIA momo TFN momo TFNM TFNM TNH TFN WMT TCC TVC TFN TKT momo TFNM TFN momo TT&T TDS TFN TNH TFN momo TFN TNH YJCTV GCTV TFN TPIA TFNM momo TFN TKT TDS |
1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 |
Notes and accounts receivable, net Notes and accounts receivable, net Notes and accounts receivable, net Other receivables Other receivables Other receivables Other non-current assets Other non-current assets Short-term borrowings Short-term borrowings Short-term borrowings Short-term borrowings Notes and accounts payable Notes and accounts payable Notes and accounts payable Notes and accounts payable Other payables Other payables Other payables Other payables Lease liabilities - current Lease liabilities - current Other current liabilities Other current liabilities Lease liabilities - non-current Lease liabilities - non-current Lease liabilities - non-current Lease liabilities - non-current Operating revenue Operating revenue Operating revenue Operating revenue Operating costs Operating costs Operating costs |
$ 30,016 72,043 231,812 39,090 16,128 16,018 15,101 18,399 7,913,000 2,775,000 388,000 450,000 74,095 89,866 23,292 28,921 419,039 22,364 85,105 16,117 39,480 115,922 29,220 36,789 115,452 165,891 22,216 11,649 136,069 139,708 22,160 1,558,905 3,081,855 289,306 48,164 |
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - |
- - - - - - - - 4% 1% - - - - - - - - - - - - - - - - - - - - - 1% 3% - - |
| (Continued) |
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| Number | Company Name | Counterparty | Nature of Relationship (Note 1) |
Transaction Details | Transaction Details | Percentage of Consolidated Total Operating Revenue or Total Assets |
|
|---|---|---|---|---|---|---|---|
| Account | Amount | Transaction Terms (Note 2) |
|||||
| 0 | TWM | momo TFNM TFN TT&T TFN TFN WMT |
1 1 1 1 1 1 1 |
Operating costs Operating costs Operating expenses Operating expenses Other income and expenses, net Finance costs Finance costs |
$ 169,930 89,622 25,825 746,310 32,082 57,995 21,229 |
- - - - - - - |
- - - 1% - - - |
| 1 | TCC | TFC TFN |
1 1 |
Other receivables Short-term borrowings |
342,627 341,000 |
- - |
- - |
| 2 | WMT | TFNM WTVB |
1 1 |
Other receivables Other receivables |
841,259 722,593 |
- - |
- - |
| 3 | TFN | TFC TFNM TWM TWM TFC momo TFNM TT&T |
3 3 2 2 3 3 3 3 |
Notes and accounts receivable, net Notes and accounts receivable, net Lease liabilities - current Lease liabilities - non-current Operating revenue Operating revenue Operating revenue Operating expenses |
18,375 32,580 14,788 40,629 77,565 35,209 133,975 80,837 |
- - - - - - - - |
- - - - - - - - |
| 4 | momo | MFS FSL TFNM MFS Bebe Poshe FSL TFNM |
1 1 3 1 1 1 3 |
Notes and accounts payable Notes and accounts payable Notes and accounts payable Operating costs Operating costs Operating costs Operating costs |
13,516 81,701 34,179 102,751 33,146 259,325 34,176 |
- - - - - - - |
- - - - - - - |
| 5 | TFNM | PCTV YJCTV UCTV GCTV MCTV PCTV YJCTV GCTV WTVB PCTV YJCTV UCTV GCTV |
1 1 1 1 1 1 1 1 3 1 1 1 1 |
Other receivables Other receivables Other receivables Other receivables Other receivables Short-term borrowings Short-term borrowings Short-term borrowings Notes and accounts payable Operating revenue Operating revenue Operating revenue Operating revenue |
47,890 39,723 28,202 19,241 17,703 520,000 20,000 250,000 64,003 397,757 314,261 162,463 143,765 |
- - - - - - - - - - - - - |
- - - - - - - - - - - - - |
| (Continued) |
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| Number | Company Name | Counterparty | Nature of Relationship (Note 1) |
Transaction Details | Transaction Details | Percentage of Consolidated Total Operating Revenue or Total Assets |
|
|---|---|---|---|---|---|---|---|
| Account | Amount | Transaction Terms (Note 2) |
|||||
| 5 | TFNM | PCTV YJCTV UCTV GCTV WTVB |
1 1 1 1 3 |
Operating costs Operating costs Operating costs Operating costs Operating costs |
$ 28,468 25,490 17,145 11,840 64,003 |
- - - - - |
- - - - - |
Note 1: 1. Parent to subsidiary.
-
Subsidiary to parent.
-
Between subsidiaries.
Note 2: The terms of transaction are determined in accordance with mutual agreements or general business practices.
Note 3: All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation.
(Concluded)
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TABLE 10
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
INVESTMENTS IN MAINLAND CHINA FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021
(In Thousands of New Taiwan Dollars and Foreign Currencies)
| Investee Company Name | Main Businesses and Products |
Main Businesses and Products |
Total Amount of Paid-in Capital |
Total Amount of Paid-in Capital |
Investment Type (Note 1) |
Accumulated Outflow of Investment from Taiwan at the Beginning of the Period |
Accumulated Outflow of Investment from Taiwan at the Beginning of the Period |
Investment Flows | Investment Flows | Accumulated Outflow of Investment from Taiwan at the End of the Period |
Net Income (Loss) of Investee |
% Ownership through Direct or Indirect Investment |
Investment Income (Loss) |
Carrying Amount at the End of the Period |
Accumulated Inward Remittance of Earnings at the End of the Period |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Outflow |
Inflow | |||||||||||||||
| TWMC FGE Haobo GHS |
Data communication application development Wholesaling Investment Wholesaling |
$ 83,385 (USD 3,000) 332,861 (RMB 77,500) 47,245 (RMB 11,000) 214,749 (RMB 50,000) |
b b b b |
$ 135,414 (USD 4,872) 772,530 (USD 14,000) (RMB 89,267) - - |
$ - - - - |
$ - - - - |
$ 135,414 (USD 4,872) 772,530 (USD 14,000) (RMB 89,267) - - |
$ 1,090 (10,261) (46,140) 56,070 |
100 76.7 100 20 |
$ 1,090 (7,870) (46,140) (45,780) |
$ 79,693 13,186 592,332 548,295 |
$ - - - - |
||||
| Company | Accumulated Investment in Mainland China at the End of the Period |
Investment Amounts Authorized by Investment Commission, MOEA |
Upper Limit on Investment Authorized by Investment Commission, MOEA (Note 2) |
|||||||||||||
| TWM and subsidiaries | $1,509,798 (US$18,872, RMB89,267 and HK$168,539) |
$1,509,798 (US$18,872, RMB89,267 and HK$168,539) |
$41,737,519 |
Note 1: The investment types are as follows:
a. Direct investment in mainland China.
b. Indirect investments in mainland China through subsidiaries, invested by TCC and momo, in third regions.
c. Others.
Note 2: The upper limit on investment in mainland China is calculated by 60% of the consolidated net worth.
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TABLE 11
TAIWAN MOBILE CO., LTD
INFORMATION OF MAJOR STOCKHOLDERS SEPTEMBER 30, 2021
| Name of Major Stockholder | Shares | Shares |
|---|---|---|
| Number of Shares | Percentage of Ownership (%) | |
| TUI Shin Kong Life Insurance Co., Ltd. Cathay Life Insurance Co., Ltd. TCCI Ming Dong |
410,665,284 270,728,000 209,858,900 200,496,761 184,736,452 |
11.69 7.71 5.97 5.71 5.26 |
Note: The table discloses the information of major stockholders whose stockholding percentages are more than 5%. The Taiwan Depository & Clearing Corporation calculates the total number of common stocks and special stocks (including treasury stocks) that have completed the dematerialized registration and delivery on the last business day of the quarter. The number of stocks reported in the TWM’s consolidated financial statements and the actual number of stocks that have completed the dematerialized registration and delivery may be different due to the basis of calculation.
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