Consolidated - Wistron NeWeb Corporation

Transcription

Consolidated - Wistron NeWeb Corporation
Wistron NeWeb Corporation and Subsidiaries
Consolidated Interim Financial Statements
March 31, 2015 and 2014
(With Independent Auditors’ Review Report Thereon)
March 31, 2015 and 2014, reviewed only, not audited in accordance with the generally accepted auditing standards
Wistron NeWeb Corporation and Subsidiaries
Consolidated Balance Sheets
March 31, 2015, and December 31 and March 31, 2014
(expressed in thousands of New Taiwan dollars)
Assets
Current assets:
Cash and cash equivalents (note 6(1))
Financial assets at fair value through profit or loss-
current (note 6(2))
Available-for-sale financial assets-current (note 6(2))
Notes receivable (note 6(2))
Accounts receivable, net (note 6(2))
Accounts receivable from related parties (note 7)
Inventories, net (note 6(3))
Other financial assets-current (note 6(2))
Other current assets
Total current assets
Non-current assets:
Financial assets carried at cost-non-current (note 6(2))
Investments accounted for using equity method
(note 6(4))
Property, plant and equipment (notes 6(5) and 7)
Intangible assets (note 6(7))
Deferred tax assets
Refundable deposits
Other non-current assets (note 6(2))
Total non-current assets
Total assets
$
March 31,
2015
Amount
%
December 31,
2014
Amount
%
March 31,
2014
Amount
%
4,160,434
17
4,230,147
18
5,775,211
26
480
-
-
176
-
960,898
160,774
4
1
10
29
1
22
63,588
5,272,846
140,434
2,790,993
24
1
13
43,502
350,720
18,477,874
1
75
5
1
30
1
19
-
2,333,988
7,215,824
142,477
5,442,765
1,219,611
172,180
7,185,356
153,111
4,467,936
57,669
335,598
17,821,608
1
75
46,672
152,315
16,576,223
1
75
171,064
1
171,064
1
124,968
-
139,593
5,253,418
51,564
161,452
11,664
344,444
6,133,199
1
21
1
1
25
138,828
5,232,640
59,682
163,120
12,069
230,424
6,007,827
22
1
1
25
$ 24,611,073 100
See accompanying notes to consolidated interim financial statements.
-
23,829,435 100
131,828
1
4,858,944 22
67,899
135,868
1
11,660
212,595
1
5,543,762 25
22,119,985 100
March 31, 2015 and 2014, reviewed only, not audited in accordance with the generally accepted auditing standards
Wistron NeWeb Corporation and Subsidiaries
Consolidated Balance Sheets (Continued)
March 31, 2015, and December 31 and March 31, 2014
(expressed in thousands of New Taiwan dollars)
Liabilities and Equity
Current liabilities:
Short-term borrowings (note 6(8))
Financial liabilities at fair value through profit or loss-
current (note 6(2))
Notes and accounts payable
Accounts payable to related parties (note 7)
Salary and bonus payable
Other accrued expenses
Provisions-current (note 6(9))
Long-term liabilities, current portion
Other current liabilities
Total current liabilities
Non-current liabilities:
Deferred tax liabilities
Net defined benefit liabilities-non-current
Total non-current liabilities
Total liabilities
Equity (notes 6(14) and (15)):
Ordinary share capital
Advance receipts for share capital
Capital surplus
Retained earnings
Other equity interest
Total equity
Total liabilities and equity
March 31,
2015
Amount
%
$
2,197,095
December 31,
2014
Amount
%
9
2,024,739
9
-
870
-
7,814,017
93,176
822,983
847,581
32
3
4
145,800
-
1
-
7,471,538
97,468
999,827
794,281
120,200
31
4
3
1
546,791
12,467,443
2
51
447,864
19,116
466,980
12,934,423
-
March 31,
2014
Amount
%
2,749,060
-
12
-
4,655,226
77,214
651,799
569,001
21
3
3
-
120,532
1,494,365
7
606,200
12,115,123
3
51
612,833
10,930,030
3
49
2
457,687
2
384,686
2
2
53
21,127
-
478,814
12,593,937
2
53
19,261
403,947
11,333,977
2
51
3,287,634 13
2,369,650 10
5,977,421 24
41,945
11,676,650 47
$ 24,611,073 100
See accompanying notes to consolidated interim financial statements.
-
3,287,634 14
2,369,650 10
5,515,923 23
62,291
11,235,498 47
23,829,435 100
3,216,350 15
4,442
2,287,003 10
5,419,603 25
(141,390) (1)
10,786,008 49
22,119,985 100
Reviewed only, not audited in accordance with the generally accepted auditing standards
Wistron NeWeb Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income
For the three-month periods ended March 31, 2015 and 2014
(expressed in thousands of New Taiwan dollars)
Net operating revenues (notes 6(17) and 7)
Operating costs (notes 6(3) and 7)
Gross profit
Operating expenses (note 7):
Selling
General and administrative
Research and development
For the three-month periods ended
March 31,
2015
2014
Amount
%
Amount
%
$ 11,512,103 100
8,217,401 100
9,893,121
86
7,178,439
87
1,618,982
14
1,038,962
13
371,180
208,164
454,869
1,034,213
584,769
Total operating expenses
Net operating income
Non-operating income and expenses:
Other income (note 6(18))
Other gains and losses, net (note 6(18))
Finance costs (note 6(18))
Share of profit of associates accounted for using equity method (note 6(4))
Total non-operating income and expenses
Income before income tax
Income tax expense (note 6(13))
Net income
Other comprehensive income:
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign statements
Unrealized gains (losses) on available-for-sale financial assets
Income tax relating to items that may be reclassified subsequently
(note 6(13))
Other comprehensive income, net of tax
Total comprehensive income, net of tax
Earnings per share (New Taiwan dollars) (note 6(16)):
Basic earnings per share
Diluted earnings per share
$
$
$
See accompanying notes to consolidated interim financial statements.
3
2
4
9
5
227,839
170,754
338,407
737,000
301,962
3
2
4
9
4
16,208
(10,720)
(7,132)
2,339
695
585,464
123,966
5
1
20,909
4,268
(17,869)
2,894
10,202
312,164
65,882
4
1
461,498
4
246,282
3
(57,779)
-
(15,642)
-
(483)
-
9,822
(48,440)
-
2,659
(12,494)
-
413,058
4
233,788
3
1.43
1.40
489
-
0.76
0.74
Reviewed only, not audited in accordance with the generally accepted auditing standards
Wistron NeWeb Corporation and Subsidiaries
Consolidated Statements of Changes in Equity
For the three-month periods ended March 31, 2015 and 2014
(expressed in thousands of New Taiwan dollars)
Retained earnings
Ordinary
share
capital
Balance as of January 1, 2014
$
3,212,730
Advance
receipts
for share
capital
12,284
Capital
surplus
Legal
reserve
2,212,882
1,105,730
Special
reserve
108,123
Net income for the period
-
-
-
-
-
Other comprehensive income for the period
-
-
-
-
-
Total comprehensive income for the period
-
-
-
-
-
-
-
Exercise of employee share options
3,620
Compensation cost of issued restricted stock
awards
-
Balance as of March 31, 2014
$
3,216,350
Balance as of January 1, 2015
$
3,287,634
(7,842)
-
65,457
4,442
-
8,664
-
-
246,282
-
246,282
12,760
(191,794)
-
-
-
(88,612)
-
10,522,605
246,282
(12,983)
489
-
(12,494)
(12,494)
(12,983)
489
-
(12,494)
233,788
-
-
-
-
-
-
4,442
-
-
(40,284)
(40,284)
25,173
77,439
13,249
(232,078)
(141,390)
10,786,008
2,369,650
1,257,563
108,123
4,150,237
5,515,923
247,757
4,611
(190,077)
62,291
11,235,498
461,498
461,498
-
Other comprehensive income for the period
-
-
-
-
-
Total comprehensive income for the period
-
-
-
-
-
-
-
2,369,650
1,257,563
See accompanying notes to consolidated interim financial statements.
108,123
-
-
90,422
Total
equity
5,419,603
-
-
246,282
Total
4,205,750
-
3,287,634
5,173,321
246,282
Deferred
compensation
cost
108,123
-
$
3,959,468
Unrealized
gains
(losses) on
availablefor-sale
financial
assets
1,105,730
-
Balance as of March 31, 2015
Total
Exchange
differences
on
translation
of foreign
financial
statements
2,287,003
Net income for the period
Compensation cost of issued restricted stock
awards
Unappropriated
retained
earnings
Other equity interest
461,498
4,611,735
461,498
5,977,421
-
-
-
-
461,498
(47,957)
(483)
-
(48,440)
(48,440)
(47,957)
(483)
-
(48,440)
413,058
199,800
4,128
28,094
28,094
28,094
(161,983)
41,945
11,676,650
Reviewed only, not audited in accordance with the generally accepted auditing standards
Wistron NeWeb Corporation and Subsidiaries
Consolidated Statements of Cash Flows
For the three-month periods ended March 31, 2015 and 2014
(Expressed in thousands of New Taiwan dollars)
For the three-month periods ended
March 31,
2015
2014
Cash flows from operating activities:
Net income before tax
Adjustments:
Adjustments to reconcile profit (loss)
Depreciation (including depreciation of investment property)
Amortization
Provision for doubtful accounts
Net gain on financial assets and liabilities at fair value through profit or loss
Interest expense
Interest income
Compensation cost of issued restricted stock awards
Share of profit of associates accounted for using equity method
Gain on disposal of investment
Adjustment for other non-cash-related losses, net
Provision for inventory devaluation loss
Total adjustments to reconcile profit (loss)
Changes in operating assets and liabilities:
Notes receivable
Accounts receivable
Accounts receivable from related parties
Inventories
Other operating assets
Notes and accounts payable
Accounts payable to related parties
Other operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash inflow (outflow) generated from operations
Interest received
Interest paid
Income tax paid
Net cash flows from (used in) operating activities
Cash flows from investing activities:
Acquisition of available-for-sale financial assets
Proceeds from disposal of available-for-sale financial assets
Acquisition of financial assets carried at cost-non-current
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Acquisition of intangible assets
Decrease (increase) in refundable deposits
Net cash flows used in investing activities
Cash flows from financing activities:
Increase in short-term borrowings
Exercise of employee share options
Net cash flows from financing activities
Effect of exchange rate changes
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
See accompanying notes to consolidated interim financial statements.
$
585,464
312,164
257,385
19,269
2,388
(1,350)
7,132
(5,765)
28,094
(2,339)
(1,991)
28
23,546
326,397
224,383
22,375
2,069
(650)
17,869
(11,269)
25,173
(2,894)
(2,697)
1,668
1,734
277,761
11,406
(32,856)
10,634
(998,375)
(126,791)
342,479
(4,292)
(286,481)
(1,084,276)
(757,879)
(172,415)
6,037
(6,885)
(40,014)
(213,277)
60,709
(38,225)
28,240
346,104
(7,193)
(400,758)
(28,282)
(475,406)
(514,811)
(237,050)
75,114
10,862
(9,025)
(49,392)
27,559
(249,000)
509,221
(354,000)
484,000
(45,036)
(214,708)
14
(33,423)
(582)
(163,735)
(258,499)
209
(11,155)
405
(8,819)
172,356
-
$
172,356
(19,973)
(69,713)
4,230,147
4,160,434
497,732
4,442
502,174
1,080
367,078
5,408,133
5,775,211
March 31, 2015 and 2014, reviewed only, not audited in accordance with the generally accepted auditing standards
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
For the three-month periods ended March 31, 2015 and 2014
(amounts expressed in thousands of New Taiwan dollars,
except for per share information and unless otherwise noted)
1.
Organization
Wistron NeWeb Corporation (the Company) was founded in Hsinchu, Republic of China (R.O.C.), on
December 7, 1996. The address of the Company’s office is 20 Park Avenue II, Hsinchu Science Park,
Hsinchu 308, Taiwan, R.O.C. The Company’s ordinary shares were publicly listed on the Taiwan Stock
Exchange on September 22, 2003.
The consolidated interim financial statements as of and for the three-month period ended March 31, 2015,
comprise the Company and its subsidiaries (together referred to as the “Group”) and the Company’s
interest in associates. The Group is engaged mainly in the research, development, production, and sale of
wired communication equipment, wireless communication networking equipment, electronic components,
regulated telecommunication radio frequency equipment, satellite communication systems, and mobile and
portable communication equipment.
2.
Approval Date and Procedures of the Consolidated Financial Statements
The consolidated interim financial statements were authorized for issue by the Board of Directors on May
8, 2015.
3.
New Standards and Interpretations Not Yet Adopted
(1) Impact of new standards and interpretations endorsed by the Financial Supervisory Commission,
R.O.C. (“FSC”)
The Group adopted the 2013 version of IFRS (excluding IFRS 9 Financial Instruments) endorsed by
the FSC beginning in 2015. The new standards, amendments and interpretations announced by the
International Accounting Standards Board (“IASB”) are as follows:
New standards, Amendments and Interpretations
Amendments to IFRS 1 Limited Exemption from Comparative
IFRS 7 Disclosures for First-time Adopters
Amendments to IFRS 1 Severe Hyperinflation and Removal of
Fixed Dates for First-time Adopters
Amendments to IFRS 1 Government Loans
Amendments to IFRS 7 Disclosures — Transfers of Financial
Assets
Amendments to IFRS 7 Disclosures — Offsetting Financial
Assets and Financial Liabilities
Effective date per IASB
July 1, 2010
July 1, 2011
January 1, 2013
July 1, 2011
January 1, 2013
(Continued)
2
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
New standards, Amendments and Interpretations
IFRS 10 Consolidated Financial Statements
IFRS 11 Joint Arrangements
IFRS 12 Disclosure of Interests in Other Entities
IFRS 13 Fair Value Measurement
Amendments to IAS 1 Presentation of Financial Statements-
Presentation of Items of Other Comprehensive Income
Amendments to IAS 12 Deferred Tax: Recovery of Underlying
Assets
Amendments to IAS 19 Employee Benefits
Amendments to IAS 27 Separate Financial Statements
Amendments to IAS 32 Offsetting Financial Assets and Financial
Liabilities
IFRIC 20 Stripping Costs in the Production Phase of a Surface
Mine
Effective date per IASB
January 1, 2013
(Investments Entities will be
effective on January 1, 2014)
January 1, 2013
January 1, 2013
January 1, 2013
July 1, 2012
January 1, 2012
January 1, 2013
January 1, 2013
January 1, 2014
January 1, 2013
Based on the Group's assessment, except for the following standards, the 2013 version of IFRS does
not have significant influence upon adoption:
A.
IAS 19 “Employee Benefits”
The amendments to IAS 19 require the Group to calculate a “net interest” amount by applying
the discount rate to the net defined benefit liability or asset to replace the interest cost and
expected return on planned assets used in current IAS 19. In addition, the amendments eliminate
the accounting treatment of either corridor approach or the immediate recognition of actuarial
gains and losses to profit or loss when it incurs, and instead, required to recognize all actuarial
gains and losses immediately through other comprehensive income. The past service cost, on the
other hand, will be expensed immediately when it incurs and no longer be amortized over the
average period before vested on a straight-line basis. In addition, the amendments also require a
broader disclosure in defined benefit plans. There is no significant impact in the Group’s
financial position and results of operations after the evaluation. The Group discloses the defined
benefit plan as the standard requires.
B.
IFRS 10 “Consolidated Financial Statements”
The standard replaced regulations related to consolidated financial statements in the original IAS
27 Consolidated and Separate Financial Statements and renamed IAS 27 as Separate Financial
Statements. The standard also superseded Standard Interpretations Committee interpretations 12
Consolidation – Special Purpose Entities and redefined the meaning of “control” with three
elements. To have control over an investee, the investor must possess all three elements of
control.
(Continued)
3
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
The Group evaluated that the adoption of the above standard and believed that the equity method
of accounting still should be used. As a result, there were no change from the amounts
recognized in assets, liabilities and comprehensive income.
C.
IAS 1 “Presentation of Financial Statements-Presentation of Items of Other Comprehensive
Income”
The other comprehensive income section is required to present line items which are classified by
their nature, and grouped between those items that will or will not be reclassified to profit and
loss in subsequent periods. Allocation of income tax to two groups of items of other
comprehensive is also required. The Group changes the presentation of statements of
comprehensive income in accordance with the standard, previous corresponding period is also
disclosed.
D.
IFRS 12 “Disclosure of Interests in Other Entities”
The standard is a consolidated disclosure standard requiring a wide range of disclosures about an
entity's interests in subsidiaries, joint arrangements, associates and unconsolidated structured
entities. The Group has increased its disclosures on the subsidiaries and associates in accordance
with the standard.
E.
IFRS 13 “Fair Value Measurement”
The standard defines fair value, establishes a framework for measuring fair value and requires
disclosures on fair value measurement. There is no significant impact in the Group’s financial
position and results of operations after the evaluation. Under this standard, the Group has
increased its disclosures on the fair value measurement.
(2) New standards and interpretations announced by the IASB not yet endorsed by the FSC
New standards, interpretations and amendments issued by the IASB at the end of the reporting period
(hereinafter referred to as the reporting date) of the prior fiscal year, but not yet endorsed by the FSC
until the reporting date of the consolidated interim financial statements are summarized as below:
New standards, Amendments and Interpretations
IFRS 9 Financial Instruments
Amendments to IFRS 10 and IAS 28 Sale or Contribution of
Assets between an Investor and its Associate or Joint Venture
Amendments to IFRS 10, IFRS 12 and IAS 28 Investment Entities:
Applying the Consolidation Exception
Amendments to IFRS 11 Acquisitions of Interests in a Joint
Operation
IFRS 14 Regulatory Deferral Accounts
IFRS 15 Revenue from Contracts with Customers
Amendments to IAS 1 Disclosure Initiative
Amendments to IAS 16 and IAS 38 Clarification of Acceptable
Effective date per IASB
January 1, 2018
January 1, 2016
January 1, 2016
January 1, 2016
January 1, 2016
January 1, 2017
January 1, 2016
January 1, 2016
(Continued)
4
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
New standards, Amendments and Interpretations
Methods of Depreciation and Amortisation
Amendments to IAS 16 and IAS 41 Bearer Plants
Amendments to IAS 19 Defined Benefit Plans: Employee
Contributions
Amendments to IAS 27 Equity Method in Separate Financial
Statements
Amendments to IAS 36 Recoverable Amount Disclosures for
Non-Financial Assets
Amendments to IAS 39 Novation of Derivatives and Continuation
of Hedge Accounting
Annual Improvements to IFRSs 2010-2012 and 2011-2013 Cycle
Annual Improvements to IFRSs 2012–2014 Cycle
IFRIC 21 Levies
Effective date per IASB
January 1, 2016
July 1, 2014
January 1, 2016
January 1, 2014
January 1, 2014
July 1, 2014
January 1, 2016
January 1, 2014
The Group is in the process of assessing the impact on financial condition and performance of the
above standards and interpretations. The Group will disclose the related results when the assessment
is finalized.
4.
Summary of Significant Accounting Policies
(1) Statement of compliance
These consolidated interim financial statements have been prepared in accordance with the
“Regulations Governing the Preparation of Financial Reports by Securities Issuers” (hereinafter
referred to as the Regulations) and the guidelines of IAS 34 “Interim Financial Reporting”
(hereinafter referred to as “IAS 34”) which are endorsed by FSC. These consolidated interim financial
statements do not include all of the information required by the Regulations and by the International
Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations and SIC
Interpretations endorsed by the FSC (hereinafter referred to as the IFRSs endorsed by the FSC) for
annual financial statements.
Except as described in the following paragraph, the Group’s significant accounting policies are
applied consistently for the consolidated financial statements for the year ended December 31, 2014.
For other information, please refer to note 4 of the consolidated financial statements for the year
ended December 31, 2014. For related information to the effects of adopting the 2013 version of IFRS
endorsed by the FSC beginning in 2015, please refer to note 3(1).
(2) Basis of consolidation
The principle of preparation of the consolidated interim financial statements is consistent with those
of the consolidated financial statements for the year ended December 31, 2014. For related
information, please refer to note 4(3) to the consolidated financial statements for the year ended
December 31, 2014.
(Continued)
5
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
A. List of subsidiaries in the consolidated interim financial statements
Name of
Investor
Name of
Subsidiary
Business
Percentage of Ownership at,
March
December
March
31, 2015
31, 2014
31, 2014
the Company
ANC Holding Corp.
(ANCH)
Sales and trading of wireless communication
products and electronic components
100%
100%
100%
the Company
NeWeb Holding Corp.
(NEWH)
Investment holding company
100%
100%
100%
the Company
WNC Holding Corp.
(WNCH)
Investment holding company
100%
100%
100%
the Company
W-NeWeb Corp.
(NUSA)
Sales of satellite communication and portable
communication products
100%
100%
100%
the Company
WNC GmbH (NDE)
Services for wireless communication products
100%
100%
100%
the Company
WNC UK Limited
(NUK)
Services for wireless communication products
100%
100%
Note1
the Company
WNC JAPAN Inc.
Services for wireless communication products
100%
Note2
Note2
(NJP)
NEWH
WNC (Kunshan) Corp.
(NQJ)
Manufacturing and sales of satellite
communication and portable communication
products
100%
100%
100%
NEWH
Webcom
Communication
(Kunshan) Co., Ltd.
(NYC)
Manufacturing and sales of satellite
communication and portable communication
products
100%
100%
100%
NEWH
Wistron NeWeb
Manufacturing and sales of satellite
(Kunshan) Corp. (NQX) communication and portable communication
products
100%
100%
100%
NEWH
NeWeb Service
Repairing and maintenance services for satellite
(Kunshan) Corp. (NQC) communication and portable communication
products
100%
100%
100%
Note1: The Company invested in NUK in July 2014, and it has been included in the
consolidated interim financial statements since then.
Note2: The Company invested in NJP in January 2015, and it has been included in the
consolidated interim financial statements since then.
B.
List of subsidiaries which are not included in the consolidated interim financial statements:
None.
(3) Income tax
Tax expense in the interim financial statements is measured and disclosed in according to paragraph
B12 of IAS 34 endorsed by the FSC.
Tax expense for the period is best estimated by multiplying pretax income for the interim reporting
period by the effective annual tax rate as forecasted by the management. This is recognized fully as
tax expense for the current period.
(Continued)
6
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
Temporary differences between the carrying amounts of assets and liabilities for financial reporting
purposes and their respective tax bases are measured based on the tax rates that have been enacted or
substantively enacted at the time of the asset or liability is recovered or settled and recognized directly
in equity or other comprehensive income as tax expense.
(4) Employee benefits
Pension cost for an interim period is calculated on a year-to-date basis by using the actuarially
determined pension cost rate at the end of the prior fiscal year, adjusted for significant market
fluctuations since that time and for significant curtailments, settlements, or other significant one-off
events.
5.
Major Sources of Accounting Judgments, Estimations and Assumptions of Uncertainty
The preparation of the consolidated interim financial statements in conformity with IFRSs (in accordance
with IAS 34 endorsed by the FSC) requires management to make judgments, estimations and assumptions
that affect the application of the accounting policies and the reported amount of assets, liabilities, income
and expenses. Actual results may differ from these estimations.
In the preparation of the consolidated interim financial statements, the major sources of accounting
judgments, estimations and assumptions of uncertainty are applied consistently with note 5 to the
consolidated financial statements for the year ended December 31, 2014.
The Group’s accounting policies and disclosures include the fair value measurement for financial or
non-financial assets and liabilities. The Group determines the fair value using the independent data sources
which reflect the current market condition and confirming the data available are independent, reliable, in
consistent with other sources and represent the exercise price. The Group also periodically assesses the
evaluation model, performs retrospective tests, and updates inputs together with any other necessary fair
value adjustment for the evaluation model in order to ensure the reasonableness of the results of the
valuation.
The Group evaluates the assets and liabilities using the observable market inputs. The hierarchy of the fair
value is depending on the valuation techniques used and are categorized as follows:
Level 1: quoted prices (unadjusted) in active markets for identified assets or liabilities.
Level 2: inputs other than quoted prices included within Level 1 that are observable for the assets or
liabilities, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3: inputs for the assets or liabilities that are not based on observable market data (unobservable
inputs).
When there is a transfer between levels of the fair value hierarchy, the Group recognizes the transfer at the
reporting date. For the assumption used in fair value measurement, please refer to note 6(19) of the
financial instruments.
(Continued)
7
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
6.
Description of Significant Accounts
Except as described below, there were no significant changes in accounting policies mentioned in the
consolidated financial statements for the year ended December 31, 2014. For other information about the
accounting policies, please refer to note 6 of the consolidated financial statements for the year ended
December 31, 2014.
(1) Cash and cash equivalents
Cash, cash in bank and checking deposits
Time deposits
March
31, 2015
$ 1,485,725
2,674,709
$ 4,160,434
December
31, 2014
1,816,613
March
31, 2014
1,246,704
2,413,534
4,230,147
4,528,507
5,775,211
Please refer to note 6(19) for the disclosure of currency risk of the financial assets and liabilities of the
Group.
(2) Financial assets
A. Details were as follows:
March
31, 2015
December
31, 2014
March
31, 2014
(a) Available-for-sale financial assets-current:
Beneficiary certificates-mutual funds
$
960,898
1,219,611
2,333,988
-
-
(b) Financial assets carried at cost-non-current:
Domestic unlisted common stocks-
First International Telecom, Inc.
Foreign unlisted common stocks-
$
GreenWave Holdings Inc.
NeWave Sensor Solutions LLC
Bretelon, Inc.
Foreign unlisted convertible note-
Eyelock, Inc.
$
48,482
31,450
46,096
48,482
31,450
46,096
48,482
31,450
-
45,036
171,064
45,036
171,064
45,036
124,968
The Group evaluated the investment value of First International Telecom, Inc., and recorded an
impairment loss of $29,700 in the prior year. In addition, First International Telecom, Inc.
declared bankruptcy in January 2015, the investment costs were recorded in impairment loss
before, and which were derecognized when obtained legal documents.
(Continued)
8
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
(c) Notes receivable
March
31, 2015
December
31, 2014
$ 160,774
Notes receivable from operating activities
172,180
March
31, 2014
63,588
(d) Accounts receivable, other receivable and overdue receivable, net:
March
31, 2015
Current:
Accounts receivable
Other receivables (recorded in other financial
assets-current)
Less: allowance for doubtful accounts
Non-current:
Overdue receivable
Less: allowance for doubtful accounts
Overdue receivable, net (recorded in other
non-current assets)
December
31, 2014
March
31, 2014
$ 7,268,531
7,411,939
5,452,143
37,337
(52,707)
$ 7,253,161
39,860
(226,583)
7,225,216
37,034
(179,297)
5,309,880
39,976
(39,976)
39,976
(39,976)
$
176,264
(176,264)
$
-
-
-
The Group’s aging analysis of receivables (including other receivables and overdue receivable)
as of the reporting date was as follows:
Not past due
Past due 0~60 days
Past due 61~90 days
Past due 91~180 days
Past due more than 181 days
March 31, 2015
Total
amount
Impairment
$ 6,391,952
-
December 31, 2014
Total
amount
Impairment
6,684,897
71
March 31, 2014
Total
amount
Impairment
4,839,517
-
1,080,189
846
819,031
7,022
634,270
-
53,388
41,271
13
12,492
24,346
63,407
34,081
26,407
7,705
-
218,583
215,620
225,385
225,385
225,276
219,273
$ 7,785,383
228,971
7,817,066
266,559
5,733,175
219,273
(Continued)
9
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
The movement in the allowance for doubtful accounts (including other receivables and overdue
receivable) was as follows:
Individually
assessed
impairment
Balance as of January 1, 2015
Impairment loss recognized (reversed)
Write-off for the period
Balance as of March 31, 2015
Balance as of January 1, 2014
Impairment loss recognized
Balance as of March 31, 2014
$
$
$
$
263,529
2,408
(39,976)
225,961
217,204
2,069
219,273
Collectively
assessed
impairment
3,030
(20)
3,010
-
Total
266,559
2,388
(39,976)
228,971
217,204
2,069
219,273
The Group determines an impairment loss according to the credit ratings, insurance adequacy,
and aging of receivables of its customers. An impairment loss in respect of accounts receivable
is reflected in an allowance account against the receivables. Any subsequent recovery of
receivables written off is recorded in the allowance account. Changes in the amount of the
allowance account are recognized in non-operating income and expenses.
B.
Derivative instruments not used for hedging
The Group uses derivative instruments to hedge certain currency risk the Group is exposed to
arising from its operating, financing and investing activities. The Group held the following
derivative instruments not used for hedging and presented them as held-for-trading financial
assets (liabilities) as of March 31, 2015 and December 31 and March 31, 2014:
Unit: foreign currency thousand
March 31, 2015
Sell-forward foreign currency
exchange contracts
Contract
amount
USD 1,000
Currency
Sell USD /
Buy TWD
Maturity date
April 16, 2015
December 31, 2014
Sell-forward foreign currency
exchange contracts
Contract
amount
USD 2,000
Currency
Sell USD /
Buy TWD
Maturity date
January 9, 2015
(Continued)
10
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
March 31, 2014
Sell-forward foreign currency
exchange contracts
Contract
amount
USD 4,000
Currency
Sell USD /
Buy TWD
Maturity date
April 22, 2014~
April 24, 2014
As of March 31, 2015 and December 31 and March 31, 2014, the carrying amounts of related
derivative financial assets (liabilities) were $480, $(870) and $176, respectively.
(3) Inventories
Raw materials
Work in process and semi-finished products
Finished goods
March
31, 2015
$ 2,314,593
1,106,795
2,021,377
$ 5,442,765
December
31, 2014
2,004,656
506,212
1,957,068
4,467,936
March
31, 2014
1,478,754
484,463
827,776
2,790,993
The details of operating costs were as follows:
For the three-month
periods ended March 31,
2015
2014
$ 9,878,405
7,179,490
23,546
1,734
(8,830)
(2,785)
$ 9,893,121
7,178,439
Cost of goods sold
Inventory devaluation loss
Revenue from sale of scrap
(4) Investment accounted for using equity method
Aggregate information of associates which is accounted for using equity method, that are not individually
material to the company which included in the consolidated interim financial statements of the Group
was as follows:
March
31, 2015
Aggregate information of associates that are
not individually material
$
139,593
December
31, 2014
138,828
March
31, 2014
131,828
(Continued)
11
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
Shares attributable to the Group were as follows:
For the three-month
periods ended March 31,
2015
2014
$
2,339
2,894
Net income
Other comprehensive income
Total comprehensive income
-
$
-
2,339
2,894
(5) Property, plant and equipment
Building
and
structures
Cost:
Balance as of January 1, 2015
Additions
Disposals and obsolescence
Reclassification
Effect of exchange rate changes
Balance as of March 31, 2015
Balance as of January 1, 2014
Additions
Disposals and obsolescence
Reclassification
Effect of exchange rate changes
Balance as of March 31, 2014
Accumulated depreciation:
Balance as of January 1, 2015
Depreciation for the period
Disposals and obsolescence
Effect of exchange rate changes
Balance as of March 31, 2015
Balance as of January 1, 2014
Depreciation for the period
Disposals and obsolescence
Reclassification
Effect of exchange rate changes
Balance as of March 31, 2014
Book value:
Balance as of January 1, 2015
Balance as of March 31, 2015
Balance as of January 1, 2014
Balance as of March 31, 2014
Machinery
and
equipment
Research
and
development
equipment
Other
equipment
Construction
in progress
and
equipment
awaiting
inspection
Total
$
3,973,269
7,558
15,840
(21,586)
4,876,018
106,168
(19,320)
60,054
(38,501)
656,788
16,319
8,752
(560)
771,307
34,423
(7,673)
(969)
(6,200)
453,273
138,453
(74,593)
(3,072)
10,730,655
302,921
(26,993)
9,084
(69,919)
$
$
3,975,081
3,510,908
7,364
359,583
(11,557)
4,984,419
4,323,538
61,144
(30,899)
56,377
(19,010)
681,299
613,290
11,904
(326)
1,053
(262)
790,888
638,987
20,747
(166)
12,637
(2,859)
514,061
118,695
80,751
(95,473)
(920)
10,945,748
9,205,418
181,910
(31,391)
334,177
(34,608)
$
3,866,298
4,391,150
625,659
669,346
103,053
9,655,506
$
1,257,986
52,007
(7,905)
3,214,626
159,265
(19,320)
(23,848)
498,971
17,537
(342)
526,432
28,576
(7,673)
(3,982)
-
5,498,015
257,385
(26,993)
(36,077)
$
$
1,302,088
945,218
50,760
85,697
(3,931)
3,330,723
2,721,419
137,890
(30,703)
(11,388)
516,166
436,517
15,390
(326)
(167)
543,353
432,604
19,751
(272)
(1,897)
-
5,692,330
4,535,758
223,791
(31,301)
85,697
(17,383)
$
1,077,744
2,817,218
451,414
450,186
-
4,796,562
$
$
$
$
2,715,283
2,672,993
2,565,690
2,788,554
1,661,392
1,653,696
1,602,119
1,573,932
157,817
165,133
176,773
174,245
244,875
247,535
206,383
219,160
453,273
514,061
118,695
103,053
5,232,640
5,253,418
4,669,660
4,858,944
(Continued)
12
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
The Group entered into a construction contract with South Jiangsu Construction Group Co., Ltd.,
Kushan Michisuke Electrical Engineering Co., Ltd., and others for the expansion of a building
amounting to $391,315. As of March 31, 2015, the Group had incurred the amount of $177,117.
(6) Investment property
There were no significant changes in the Group’s investment property in the three-month periods
ended March 31, 2015 and 2014. For related information about the investment property, please refer
to note 6(6) of the consolidated financial statements for the year ended December 31, 2014.
(7) Intangible assets
Software
Cost:
Balance as of January 1, 2015
Balance as of March 31, 2015
Balance as of January 1, 2014
Balance as of March 31, 2014
Amortization:
Balance as of January 1, 2015
Balance as of March 31, 2015
Balance as of January 1, 2014
Balance as of March 31, 2014
Book value:
Balance as of January 1, 2015
Balance as of March 31, 2015
Balance as of January 1, 2014
Balance as of March 31, 2014
Patent
Total
$
$
$
$
144,952
126,634
132,021
101,235
48,874
12,966
63,868
47,874
193,826
139,600
195,889
149,109
$
$
$
$
87,504
75,278
85,785
45,139
46,640
12,758
53,246
36,071
134,144
88,036
139,031
81,210
$
$
$
$
57,448
51,356
46,236
56,096
2,234
208
10,622
11,803
59,682
51,564
56,858
67,899
(8) Short-term borrowings
Unsecured bank loans
Unsecured bank loans
Currency
USD
March 31, 2015
Annual interest
Year of
rate
maturity
0.80%~1.99%
2015
Amount
$ 2,197,095
Currency
USD
December 31, 2014
Annual interest
Year of
rate
maturity
0.95%~1.96%
2015
Amount
$ 2,024,739
(Continued)
13
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
Unsecured bank loans
March 31, 2014
Annual interest
Year of
rate
maturity
1.4271%~2.6336%
2014
Currency
USD
Amount
$ 2,749,060
Please refer to note 6(19) for the disclosure of currency risk and liquidity risk.
(9) Provisions
Warranties
Balance as of January 1, 2015
Balance as of March 31, 2015
Balance as of January 1, 2014
Balance as of March 31, 2014
$
$
$
$
90,136
115,734
78,679
85,930
Allowance for
sales returns
and discounts
30,064
30,066
33,845
34,602
Total
120,200
145,800
112,524
120,532
(10) Bonds payable
There were no issuance of repurchase or repayment for bonds payable in the three-month periods
ended March 31, 2015 and 2014. For related information about bonds payable, please refer to note
6(10) of the consolidated financial statements for the year ended December 31, 2014.
(11) Operating lease
There were no significant additions to operating lease contract in the three-month periods ended
March 31, 2015 and 2014. For related information about operating lease, please refer to note 6(11) of
the consolidated financial statements for the year ended December 31, 2014.
(12) Employee benefits
Given there was no significant volatility of the market or any significant reimbursement, settlement,
or other significant one-off event in the prior fiscal year, pension costs in the interim financial
statements are measured and disclosed according to the actuarial results determined on December 31,
2014 and 2013.
For information related to the Group’s pension costs for the three-month periods ended March 31,
2015 and 2014, please refer to note 12.
(Continued)
14
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
(13) Income tax
A. The amount of income tax was as follows:
For the three-month
periods ended March 31,
2015
2014
Current tax expense
Current period
B.
$
123,966
65,882
The amount of income tax benefit recognized in other comprehensive income was as follows:
For the three-month
periods ended March 31,
2015
2014
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign financial
statements
$
9,822
2,659
C. The Company’s tax returns have been examined by the tax authorities through 2011.
D. Information related to the unappropriated retained earnings and tax deduction ratio was
summarized below:
Unappropriated earnings of 1998 and after
Balance of deductible tax account
Tax deduction ratio for earnings distribution to
R.O.C. residents
March
31, 2015
$ 4,611,735
$ 606,666
December
31, 2014
4,150,237
606,666
March
31, 2014
4,205,750
546,977
2014
(estimated)
2013
(actual)
18.60%
17.34%
The information related to the unappropriated retained earnings and tax deduction ratio shown in
the tables above is prepared in accordance with ruling letter No. 10204562810 issued by the
Ministry of Finance, R.O.C. on October 17, 2013.
(Continued)
15
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
(14) Capital and other equity interest
Except as described in the following paragraph, there were no significant changes in the Group’s
capital and other equity interest in the three-month periods ended March 31, 2015 and 2014. For
related information about the shareholders' equity, please refer to note 6(14) to the consolidated
financial statements for the year ended December 31, 2014.
According to the Company’s articles of incorporation as revised, after-tax earnings, if any, should first
offset the cumulative losses, and 10% of the remainder should be set aside as legal reserve. If
necessary, any special reserve or reversal should be made in accordance with relevant laws or
regulations. The remaining amount together with the prior years’ unappropriated retained earnings
should be distributed as follows:
(i)
5% or more of the current-year earnings as bonuses to employees. If the bonus is provided as
ordinary share capital, employees (including those of the subsidiaries) must conform to certain
conditions set by the Board of Directors.
(ii)
1% of the current-year earnings as remuneration to directors (provided in cash).
(iii) The remainder, after retaining a certain portion for business considerations, and no less than
10% of the current-year earnings, shall be distributed as dividends to shareholders.
For the three-month periods ended March 31, 2015 and 2014, the amounts of the employee’ bonuses
were estimated at $62,302 and $33,248, respectively, and the amounts of remuneration to directors
were estimated at $4,154 and $2,217, respectively. The Board of Directors estimated the amounts by
taking account the historical appropriation, and the amounts were decided to be 90% of the balance of
the profit for the three-month periods ended March 31, 2015 and 2014, multiplied by 15% as bonuses
to employees and multiplied by 1% as remuneration to directors. Shares distributed to employees as
employee' bonuses are calculated based on the closing price of the Company’s share on the day before
the shareholders’ meeting, and the ex-rights and ex-dividend effects should be taken into
consideration. Moreover, if the amounts are modified by the shareholders, the adjustment will be
regarded as a change in accounting estimate and will be reflected as profit (loss) of the following year.
(Continued)
16
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
Earnings distribution for 2014 and 2013 were presented for a resolution in the Board of Directors’
meeting on March 18, 2015, and were approved through the shareholders’ meeting held on June 6,
2014, respectively. The relevant dividend distributions to shareholders were as follows:
2014
Amount
per share
(New Taiwan
dollars)
Dividends distributed to ordinary
shareholders:
Cash
Shares
Employees' bonuses-cash
Directors’ remuneration
2013
Total
amount
$2.7000
0.2000
$
$
$
887,661
65,753
953,414
184,910
12,387
197,297
Amount
per share
(New Taiwan
dollars)
3.0002
0.2000
Total
amount
965,304
64,354
1,029,658
204,975
13,665
218,640
The appropriation of retained earnings did not differ from the resolutions approved by the directors.
The distribution of 2014 earnings is still subject to shareholders’ approval, and the related information
is available on the Market Observation Post System website.
For the three-month period ended March 31, 2015, the total amounts of the employees’ bonuses and
remuneration to directors were estimated at $66,456. After the end of the year, they will be subjected
for approval in the board of directors’ meeting and annual shareholders’ meeting. The information
will be available on the Market Observation Post System website after the resolution meetings.
(15) Share-based payment
Except as described in the following paragraph, there were no significant changes in the Group’s
share-based payment in the three-month periods ended March 31, 2015 and 2014. For related
information about the share-based payment, please refer to note 6(15) to the consolidated financial
statements for the year ended December 31, 2014.
For the three-month period ended March 31, 2015, the Company issued the restricted stock awards
which resulted in compensation cost of $28,094. As of March 31, 2015, the Company has deferred the
compensation cost arising from the issuance of restricted stock awards amounting to $161,983, which
was deducted from other equity.
(Continued)
17
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
(16) Earnings per share
The Group’s calculation of basic earnings per share and diluted earnings per share were as follows:
For the three-month
periods ended March 31,
2015
2014
Basic earnings per share:
Net income attributable to ordinary shareholders of the
Company
Weighted-average number of ordinary shares (in thousands)
Basic earnings per share (New Taiwan dollars)
Basic earnings per share-retrospectively adjusted (New
Taiwan dollars)
Diluted earnings per share:
Net income attributable to ordinary shareholders of the
Company
Interest expense on convertible bonds, net of tax
Net income attributable to ordinary shareholders of the
Company (diluted)
Weighted-average number of ordinary shares(in thousands)
(basic)
Effect of potential diluted ordinary shares(in thousands)
Effect of employee bonus
Effect of share options
Effect of unvested restricted stock awards
Effect of conversion of convertible bonds
Weighted-average number of ordinary shares(in thousands)
(diluted)
Diluted earnings per share (New Taiwan dollars)
Diluted earnings per share-retrospectively adjusted (New
Taiwan dollars)
$
$
461,498
323,693
1.43
246,282
314,626
0.78
$
0.76
$
461,498
-
246,282
5,608
$
461,498
251,890
323,693
314,626
3,660
3,251
-
3,695
262
2,901
15,576
330,604
1.40
337,060
0.75
$
$
0.74
(17) Operating revenues
Wireless communication products
Others
For the three-month
periods ended March 31,
2015
2014
$ 11,085,155
7,994,646
426,948
222,755
$ 11,512,103
8,217,401
(Continued)
18
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
(18) Non-operating income and expenses
A. Other income
Interest income
Rent income
Others
B.
For the three-month
periods ended March 31,
2015
2014
$
5,765
11,269
1,131
1,638
9,312
8,002
$
16,208
20,909
Other gains or losses
Foreign exchange gains (losses) , net
Gain on disposal of investment
Net gain on financial assets and
liabilities at fair value through profit
or loss
Others
For the three-month
periods ended March 31,
2015
2014
$
(14,270)
995
1,991
2,697
$
1,350
209
(10,720)
650
(74)
4,268
C. Finance costs
For the three-month
periods ended March 31,
2015
2014
Interest expenses
Bonds payable
Short-term borrowings
$
$
7,132
7,132
6,757
11,112
17,869
(19) Financial instruments
Except as described in the following paragraph, there were no significant changes in the Group’s fair
value of financial instruments exposed to credit risk and market risk. For related information about the
fair value of financial instruments, please refer to note 6(19) to the consolidated financial statements
for the year ended December 31, 2014.
(Continued)
19
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
A. Liquidity risk
The following are the contractual maturities of financial liabilities, including estimated interest
payments but excluding the impact of netting agreements, except for notes and accounts payable
(including related parties), salary and bonus payable and other accrued expenses.
Carrying
amount
March 31, 2015
Non-derivative financial liabilities
Unsecured fixed-rate bank loans $ 1,443,471
Unsecured variable-rate bank loans
753,624
$ 2,197,095
December 31, 2014
Non-derivative financial liabilities
Unsecured fixed-rate bank loans $ 1,136,635
Unsecured variable-rate bank loans
888,104
Derivative financial liabilities
Financial liabilities at fair value
through profit or loss-current
870
$ 2,025,609
March 31, 2014
Non-derivative financial liabilities
Unsecured fixed-rate bank loans $ 1,955,800
Unsecured variable-rate bank loans
793,260
Bonds payable (recorded in
long-term liabilities, current
portion)
1,494,365
$ 4,243,425
B.
Contractual
cash flows
Within 1
year
1~2 years
2~5 years
1,445,217
755,148
2,200,365
1,445,217
755,148
2,200,365
-
-
1,138,192
889,571
1,138,192
889,571
-
-
870
2,028,633
870
2,028,633
-
-
1,958,520
795,595
1,958,520
795,595
-
-
1,500,000
4,254,115
1,500,000
4,254,115
-
-
Currency risk
(a) Exposure to currency risk
The Group’s financial assets and liabilities exposed to exchange rate risk were as follows:
Foreign
currency
Financial assets
Monetary items
USD
Investments accounted for using
equity method
USD
Financial liabilities
Monetary items
USD
$
March 31, 2015
Exchange
rate
TWD
218,967
31.401
6,875,795
4,445
31.401
139,593
314,763
31.401
9,883,882
(Continued)
20
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
December 31, 2014
Exchange
rate
Foreign
currency
Financial assets
Monetary items
USD
Investments accounted for using
equity method
USD
Financial liabilities
Monetary items
USD
$
209,643
31.718
6,649,472
4,377
31.718
138,828
294,904
31.718
9,353,754
March 31, 2014
Exchange
rate
Foreign
currency
Financial assets
Monetary items
USD
Investments accounted for using
equity method
USD
Financial liabilities
Monetary items
USD
$
TWD
TWD
185,156
30.51
5,649,106
4,321
30.51
131,828
241,296
30.51
7,361,938
(b) Sensitivity analysis
The Group’s exposure to foreign currency risk arises from the translation of the foreign
currency exchange gains and losses on cash and cash equivalents, receivables,
available-for-sale financial assets–current, short-term borrowings, notes and accounts
payable (including related parties), and other accrued expenses that are denominated in
foreign currency. A fluctuation in the TWD/USD exchange rate on the reporting date, with
other factors remaining constant, would have influenced the comprehensive income for the
three-month periods ended March 31, 2015 and 2014, as illustrated below:
Range of the
fluctuations
TWD exchange rate
For the three-month periods ended
March 31,
2015
2014
Depreciation of TWD 1
against the USD
$
(79,511)
(46,596)
Appreciation of TWD 1
against the USD
$
79,511
46,596
(Continued)
21
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
(c) Exchange gains and losses of functional currency
For the three-month periods ended March 31, 2015 and 2014, the foreign exchange gains
(losses) (including realized and unrealized) were $(14,270) and $995, respectively. It is
impractical to disclose the foreign exchange gains (losses) by each significant foreign
currency due to the variety of the functional currencies of the group’s entities.
C. Fair value of financial instruments
(a) Categories of financial instruments and fair value
The Group’s carrying amount and the fair value of financial assets and liabilities (including
information for fair value hierarchy, but excluding financial instruments whose fair values
approximate carrying amounts and equity investments which cannot be estimated reliably in
an active market) were as follows:
March 31, 2015
Fair value
Carrying
Amount
Financial assets at fair value through
profit or loss
Held for trading financial
instruments – foreign currency
forward contracts
$
Available-for-sale financial assets
Beneficiary certificates – mutual
funds
$
Loans and receivables
Cash and cash equivalents
$
Notes and accounts receivable
(including related parties and
overdue receivable)
Other financial assets – current
Refundable deposits
$
Financial liabilities measured at
amortized cost
Short-term borrowings
$
Notes and accounts payable
(including related parties)
$
480
960,898
Level 1
Level 2
-
960,898
480
Level 3
Total
-
480
-
-
960,898
4,160,434
-
-
-
-
7,519,075
43,502
11,664
11,734,675
-
-
-
-
2,197,095
-
-
-
-
7,907,193
10,104,288
-
-
-
-
(Continued)
22
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
December 31, 2014
Fair value
Carrying
Amount
Available-for-sale financial assets
Beneficiary certificates – mutual
funds
$ 1,219,611
Loans and receivables
Cash and cash equivalents
$ 4,230,147
Notes and accounts receivable
(including related parties and
overdue receivable)
7,510,647
Other financial assets – current
57,669
Refundable deposits
12,069
$ 11,810,532
Financial assets at fair value through
profit or loss
Held for trading financial
instruments – foreign currency
forward contracts
$
870
Financial liabilities measured at
amortized cost
Short-term borrowings
$ 2,024,739
Notes and accounts payable
(including related parties)
7,569,006
$ 9,593,745
Level 1
Level 2
Level 3
-
-
-
-
-
-
-
-
-
-
1,219,611
-
870
Total
1,219,611
-
870
-
-
-
-
-
-
-
-
Level 3
Total
March 31, 2014
Fair value
Carrying
Amount
Financial assets at fair value through
profit or loss
Held for trading financial
instruments – foreign currency
forward contract
$
Available-for-sale financial assets
Beneficiary certificates – mutual
funds
$
Loans and receivables
Cash and cash equivalents
$
Notes and accounts receivable
(including related parties and
overdue receivable)
Other financial assets – current
Refundable deposits
$
176
2,333,988
Level 1
Level 2
-
2,333,988
176
-
176
-
-
2,333,988
5,775,211
-
-
-
-
5,476,868
46,672
11,660
11,310,411
-
-
-
-
(Continued)
23
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
March 31, 2014
Fair value
Carrying
Financial liabilities measured at
amortized cost
Short-term borrowings
Notes and accounts payable
(including related parties)
Bonds payable( recorded in
long-term liabilities, current
portion)
Amount
Level 1
Level 2
Level 3
Total
$ 2,749,060
-
-
-
-
4,732,440
-
-
-
-
-
-
1,494,365
$ 8,975,865
1,496,250
1,496,250
1,496,250
1,496,250
(b) Valuation techniques for financial instruments not measured at fair value
The Group estimates the financial instruments not measured at fair value using the
following methods and assumptions:
Fair value measurement for financial liabilities measured at amortized cost is based on the
latest quoted price and agreed-upon price if theses prices are available in active market.
When market value is unavailable, fair value of financial liabilities are evaluated based on
the discounted cash flow of the financial liabilities.
(c) Valuation techniques for financial instruments that are measured at fair value
(i)
Non derivative financial instruments
The Group held its financial instruments presented as beneficiary certificates-mutual
funds, which are measured at fair value according to standard provisions and
conditions; and the fair value is measured using the quoted prices in an active market.
(ii)
Derivative financial instruments
Foreign currency forward contract is measured based on the current forward
exchange rate.
There is no transfer between the levels for the three-month periods ended March 31, 2015 and
2014.
(20) Financial risk management
There were no significant changes in the Group’s objectives and policies applied in the financial risk
management from those in note 6(20) to the consolidated financial statements for the year ended
December 31, 2014.
(Continued)
24
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
(21) Capital management
The Group’s objectives, policies and processes for capital management were consistent with the
consolidated financial statements for the year ended December 31, 2014. There were no significant
changes in quantified factors of capital management from those in the consolidated financial
statement for the year ended December 31, 2014. For related information about the capital
management, please refer to note 6(21) to the consolidated financial statements for the year ended
December 31, 2014.
7.
Related-party Transactions
(1) Significant related-party transactions
A. Operating revenue
Related Party Category
Entities with significant influence over the Group
Associates
For the three-month
periods ended March 31,
2015
2014
$
110,380
107,594
3,596
$
113,976
107,594
The selling prices for sales to related parties were determined by the products’ fair market value,
and the collection terms were 90 days, which were similar to those for third-party customers.
B.
Purchases
Related Party Category
Associate
For the three-month
periods ended March 31,
2015
2014
$
122,568
118,603
There were no significant differences between the terms and pricing of purchase transactions
with related enterprises and those carried out with other normal vendors. The pricing was based
on normal market price, and the payment terms were mainly from 60 to 90 days.
(Continued)
25
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
C. Accounts receivable from related parties
Related Party Category
Entities with significant influence over the Group
Associate
March
31, 2015
$ 138,902
3,575
$ 142,477
December
31, 2014
150,949
2,162
153,111
March
31, 2014
140,434
140,434
March
31, 2015
$
73,142
December
31, 2014
83,670
March
31, 2014
74,216
D. Accounts payable to related parties
Related Party Category
Associate
E.
Transactions of property, plant and equipment
(a) Acquisition of property, plant and equipment
The amount of acquisition of property, plant and equipment from related parties and the
related unpaid balances were as follows:
Related Party Category
Associate
March
31, 2015
Associate
$
7,040
Entities with significant influence over the Group
$
7,040
Related Party Category
F.
For the three-month
periods ended March 31,
2015
2014
$
8,678
2,516
December
31, 2014
8,157
3,202
11,359
March
31, 2014
972
972
Other transactions
The amount paid by the Group to related parties for administrative expenditures and repair
expenses, and related unpaid balances were as follows:
Related Party Category
Entities with significant influence over the Group
Associate
For the three-month
periods ended March 31,
2015
2014
$
11,740
1,839
1,543
295
$
13,283
2,134
(Continued)
26
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
Related Party Category
Entities with significant influence over the Group
Associate
March
31, 2015
$
12,042
952
$
12,994
December
31, 2014
2,040
399
2,439
March
31, 2014
1,882
144
2,026
(2) Transactions with key management personnel
Key management personnel compensation comprised:
Short-term employee benefits
Post-employment benefits
Share-based payment
For the three-month
periods ended March 31,
2015
2014
19,859
$
27,790
172
266
9,499
7,639
$
37,555
27,670
Please refer to note 6(15) for further information on share-based payment.
8.
Pledged Assets: None.
9.
Significant Commitments and Contingencies: Please refer to notes 6(5) and (11).
10.
Significant Casualty Loss: None.
11.
Significant Subsequent Events: None.
(Continued)
27
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
12.
Other
The following is the summary statement of current-period employee benefits, depreciation and
amortization expenses by function:
By function For the three-month period ended For the three-month period ended
March 31, 2015
March 31, 2014
Classified Classified
Classified Classified
as
as
as
as
Total
Total
operating operating
operating operating
By item
costs
expenses
costs
expenses
Employee benefits
Salary
Labor and health insurance
Pension
Others
Depreciation (Note)
Amortization
657,272
23,263
20,995
565,599
34,019
18,901
1,222,871
57,282
39,896
457,482
16,603
13,563
408,883
32,270
16,698
866,365
48,873
30,261
33,276
188,874
1,854
17,442
68,511
17,415
50,718
257,385
19,269
25,846
165,356
1,300
15,915
58,435
21,075
41,761
223,791
22,375
Note: Depreciation of investment property for the three-month periods ended March 31, 2015 and 2014,
amounted to $0 and $592, respectively, which were deducted as other income.
13.
Segment Information
The Group operates predominantly in one industry segment which includes the research and development,
manufacture, and sale of satellite communication systems and of mobile and portable communication
equipment.
The segment financial information is found in the consolidated interim financial statements. For sales to
other than consolidated entities and income before income tax, please see the consolidated statements of
comprehensive income. For assets, please see the consolidated balance sheets.
14.
Convenience Translation into United States dollars
The consolidated interim financial statements are stated in thousands of New Taiwan dollars. The amounts
have been translated into thousands of United States dollars solely for the convenience of the readers,
using the rate of NT$31.401 to US$1. The convenience translations should not be construed as
representations that the New Taiwan dollar amounts have been, could have been, or could in the future be,
converted into United States dollars at this rate or any other rate of exchange.
(Continued)
28
Wistron NeWeb Corporation and subsidiaries
Notes to Consolidated Interim Financial Statements
March 31, 2015 and 2014, reviewed only, not audited in accordance with the generally accepted auditing standards
Wistron NeWeb Corporation and Subsidiaries
Consolidated Balance Sheets
March 31, 2015, and December 31 and March 31, 2014
(expressed in thousands of United States dollars)
Assets
Current assets:
Cash and cash equivalents
March 31,
2015
Amount
%
$
Financial assets at fair value through profit or loss-
current
Available-for-sale financial assets-current
Notes receivable
Accounts receivable, net
Accounts receivable from related parties
Inventories, net
Other financial assets-current
Other current assets
Total current assets
Non-current assets:
Financial assets carried at cost-non-current
Investments accounted for using equity method
Property, plant and equipment
Intangible assets
Deferred tax assets
Refundable deposits
Other non-current assets
Total non-current assets
Total assets
$
132,494
17
15
-
30,601
5,120
229,796
4,537
173,331
4
1
29
1
22
1,385
11,169
588,448
1
75
5,448
4,446
167,301
1,642
5,142
371
10,969
195,319
1
1
21
1
1
25
783,767 100
December 31,
2014
Amount
%
134,714
March 31,
2014
Amount
%
18
183,918
26
-
6
-
38,840
5,483
228,826
4,876
142,286
1,837
5
1
30
1
19
-
74,329
2,025
10
-
167,920
4,472
24
1
88,882
13
1,486
-
10,687
567,549
1
75
4,851
527,889
1
75
5,448
4,421
1
-
3,980
4,198
1
166,639
1,901
5,195
384
7,338
191,326
22
1
1
25
154,739
2,162
4,327
371
22
1
-
6,770
176,547
1
25
758,875 100
704,436
100
-
(Continued)
29
Wistron NeWeb Corporation and subsidiaries
Notes to Consolidated Interim Financial Statements
March 31, 2015 and 2014, reviewed only, not audited in accordance with the generally accepted auditing standards
Wistron NeWeb Corporation and Subsidiaries
Consolidated Balance Sheets (Continued)
March 31, 2015, and December 31 and March 31, 2014
(expressed in thousands of United States dollars)
Liabilities and Equity
Current liabilities:
Short-term borrowings
$
Financial liabilities at fair value through profit or loss-
current
Notes and accounts payable
Accounts payable to related parties
Salary and bonus payable
Other accrued expenses
Provisions-current
Long-term liabilities, current portion
Other current liabilities
Total current liabilities
Non-current liabilities:
Deferred tax liabilities
Net defined benefit liabilities-non-current
Total non-current liabilities
Total liabilities
March 31,
2015
Amount
%
December 31,
2014
Amount
%
March 31,
2014
Amount
%
69,969
9
64,480
9
87,547
12
248,846
2,968
26,209
26,992
32
3
4
28
237,939
3,104
31,841
25,295
31
4
3
148,251
2,459
20,757
18,120
21
3
3
4,643
3,828
17,413
397,040
1
2
51
19,305
385,820
1
3
51
3,839
47,590
19,516
348,079
7
3
49
14,262
2
14,575
2
12,251
2
609
14,871
411,911
2
53
673
15,248
401,068
2
53
613
12,864
360,943
2
51
Equity:
Ordinary share capital
Advance receipts for share capital
Capital surplus
Retained earnings
Other equity interest
Total equity
Total liabilities and equity
$
104,699 13
75,464 10
190,358 24
1,335
371,856 47
783,767 100
104,699 14
75,464 10
175,661 23
1,983
357,807 47
758,875 100
102,428 15
141
72,833 10
172,593 25
(4,502) (1)
343,493 49
704,436 100
(Continued)
30
Wistron NeWeb Corporation and subsidiaries
Notes to Consolidated Interim Financial Statements
Reviewed only, not audited in accordance with the generally accepted auditing standards
Wistron NeWeb Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income
For the three-month periods ended March 31, 2015 and 2014
(expressed in thousands of United States dollars)
Net operating revenues
Operating costs
Gross profit
Operating expenses:
Selling
General and administrative
Research and development
For the three-month periods ended
March 31,
2015
2014
Amount
%
Amount
%
$
366,616 100
261,692 100
315,058
86
228,605
87
51,558
14
33,087
13
Total operating expenses
Net operating income
Non-operating income and expenses:
Other income
Other gains and losses, net
Finance costs
Share of profit of associates accounted for using equity method
Total non-operating income and expenses
Income before income tax
Income tax expense
Net income
Other comprehensive income:
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign statements
Unrealized gains (losses) on available-for-sale financial assets
Income tax relating to items that may be reclassified subsequently
Other comprehensive income, net of tax
Total comprehensive income, net of tax
Earnings per share (United States dollars) :
Basic earnings per share
Diluted earnings per share
$
$
$
11,821
6,628
14,486
32,935
18,623
3
2
4
9
5
516
(341)
(227)
74
22
18,645
3,948
5
1
666
136
(569)
92
325
9,941
2,098
4
1
14,697
4
7,843
3
(1,840)
(16)
313
(1,543)
13,154
4
(498)
15
85
(398)
7,445
3
0.05
0.04
7,256
5,438
10,777
23,471
9,616
3
2
4
9
4
0.02
0.02
(Continued)
31
Wistron NeWeb Corporation and subsidiaries
Notes to Consolidated Interim Financial Statements
Reviewed only, not audited in accordance with the generally accepted auditing standards
Wistron NeWeb Corporation and Subsidiaries
Consolidated Statements of Changes in Equity
For the three-month periods ended March 31, 2015 and 2014
(expressed in thousands of United States dollars)
Retained earnings
Balance as of January 1, 2014
Ordinary
share
capital
$
102,313
Advance
receipts
for share
capital
391
Capital
surplus
70,472
Legal
reserve
35,213
Special
reserve
3,443
Income for the period
-
-
-
-
-
Other comprehensive income for the period
-
-
-
-
-
Total comprehensive income for the period
-
Exercise of employee share options
Compensation cost of issued restricted stock
awards
Balance as of March 31, 2014
115
-
$
$
-
102,428
141
-
-
276
-
-
2,085
-
-
72,833
35,213
Total
164,750
7,843
-
7,843
Exchange
differences
on
translation
of foreign
financial
statements
2,880
-
7,843
-
-
7,843
(413)
-
-
-
-
3,443
133,937
172,593
3,444
75,464
40,049
132,168
175,661
-
-
-
-
14,697
14,697
-
Other comprehensive income for the period
-
-
-
-
-
-
-
(1,527)
Total comprehensive income for the period
-
-
-
-
-
14,697
14,697
(1,527)
-
-
-
-
-
-
-
-
75,464
40,049
$
104,699
3,444
146,865
190,358
-
15
-
2,467
-
Balance as of March 31, 2015
15
-
-
Compensation cost of issued restricted stock
awards
Unrealized
gains
(losses) on
availablefor-sale
Deferred
financial
compensation
assets
cost
406
(6,107)
(413)
Net income for the period
Balance as of January 1, 2015
104,699
(250)
Unappropriated
retained
earnings
126,094
Other equity interest
421
7,889
147
-
-
Total
equity
335,105
7,843
(398)
(398)
(398)
7,445
-
-
(1,283)
(1,283)
802
(7,390)
(4,502)
343,493
1,983
357,807
(6,053)
141
-
-
14,697
(16)
-
(1,543)
(1,543)
(16)
-
(1,543)
13,154
131
(5,158)
6,362
Total
(2,821)
895
895
895
1,335
371,856
(Continued)
32
Wistron NeWeb Corporation and Subsidiaries
Notes to Consolidated Interim Financial Statements
Reviewed only, not audited in accordance with the generally accepted auditing standards
Wistron NeWeb Corporation and Subsidiaries
Consolidated Statements of Cash Flows
For the three-month periods ended March 31, 2015 and 2014
(expressed in thousands of United States dollars)
For the three-month periods ended
March 31,
2015
2014
Cash flows from operating activities:
Net income before tax
Adjustments:
Adjustments to reconcile profit (loss)
Depreciation (including depreciation of investment property)
Amortization
Provision for doubtful accounts
Net gain on financial assets and liabilities at fair value through profit or loss
Interest expense
Interest income
Compensation cost of issued restricted stock awards
Share of profit of associates accounted for using equity method
Gain on disposal of investment
Adjustment for other non-cash-related losses, net
Provision for inventory devaluation loss
Total adjustments to reconcile profit (loss)
Changes in operating assets and liabilities:
Notes receivable
Accounts receivable
Accounts receivable from related parties
Inventories
Other operating assets
Notes and accounts payable
Accounts payable to related parties
Other operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash inflow (outflow) generated from operations
Interest received
Interest paid
Income tax paid
Net cash flows from (used in) operating activities
Cash flows from investing activities:
Acquisition of available-for-sale financial assets
Proceeds from disposal of available-for-sale financial assets
Acquisition of financial assets carried at cost-non-current
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Acquisition of intangible assets
Decrease (increase) in refundable deposits
Net cash flows used in investing activities
Cash flows from financing activities:
Increase in short-term borrowings
Exercise of employee share options
Net cash flows from financing activities
Effect of exchange rate changes
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
$
18,645
9,941
8,197
614
76
(43)
227
(184)
895
(74)
(64)
1
749
10,394
7,146
713
66
(21)
569
(359)
802
(92)
(86)
53
55
8,846
363
(1,046)
339
(31,794)
(4,038)
10,907
(136)
(9,124)
(34,529)
(24,135)
(5,490)
192
(219)
(1,274)
(6,791)
1,933
(1,217)
899
11,022
(229)
(12,762)
(901)
(15,140)
(16,395)
(7,549)
2,392
346
(287)
(1,573)
878
(7,930)
16,217
(11,274)
15,413
(1,434)
(6,838)
1
(1,064)
(18)
(5,214)
(8,232)
6
(355)
13
(281)
5,489
-
$
5,489
(637)
(2,220)
134,714
132,494
15,851
141
15,992
34
11,690
172,228
183,918