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Related Party Transactions
12 Months Ended
Dec. 31, 2021
Related Party Transactions [Abstract]  
Related Party Transactions

The related parties are defined as affiliates of our Company; entities for which investments are accounted for by the equity method by our Company; the principal owners of our Company; its management; members of the immediate families of the principal owners of our Company and its management.

Moon View Venture Limited (“Moon View”), PEWC, Singapore Branch, PEWC Singapore Co. (Pte) Ltd., and PEWC (HK) are controlled by PEWC. Moon View is the immediate holding company of our Company. Italian-Thai Development Public Company Limited (“Italian-Thai”) is the non-controlling shareholder of one of our Company’s operating subsidiaries in Thailand. SPHC is one of our Company’s equity investees. Fujikura Limited is a non-controlling shareholder of one of our Company’s operating subsidiaries in Thailand.

24(a)Outstanding balance with related parties

The following table provided the total amount of outstanding balance at December 31, 2021 and 2020.

 

 

Amounts due from related parties

 

Amounts due to related parties

 

 

 

As of December 31,

 

As of December 31,

 

 

 

2021

 

2020

 

2021

 

2020

 

 

 

US$’000

 

US$’000

 

US$’000

 

US$’000

 

The ultimate parent company

 

 

 

 

 

 

 

 

 

 

 

 

 

PEWC

 

 

24

 

 

 

 

10,075

 

 

8,550

 

PEWC, Singapore Branch

 

 

21

 

 

22

 

 

 

 

 

PEWC Singapore Co.

(Pte) Ltd.

 

 

 

 

 

 

400

 

 

400

 

PEWC (HK)

 

 

7,204

 

 

5,613

 

 

16

 

 

42

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Associate

 

 

 

 

 

 

 

 

 

 

 

 

 

SPHC

 

 

176

 

 

196

 

 

1,362

 

 

1,362

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlling shareholder of subsidiary

 

 

 

 

 

 

 

 

 

 

 

 

 

Italian-Thai and its affiliates

 

 

6,540

 

 

5,151

 

 

 

 

240

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Others

 

 

 

 

 

 

12

 

 

26

 

Total

 

 

13,965

 

 

10,982

 

 

11,865

 

 

10,620

 

 

As of December 31, 2020, the interest rates on the balance due to PEWC Singapore Co. (Pte) Ltd. range from 1.23% to 2.90%. In December 2020, this loan was repaid in full to PEWC Singapore Co. (Pte) Ltd.

On July 10, 2020, APWC entered into a secured loan agreement with PEWC as lender. In August 2020, we borrowed the principal amount of $6 million under the Secured Loan from PEWC, pledging our Company’s 98.3% ownership stake in Sigma Cable as collateral. This loan was a straight loan with a fixed interest rate of 3% per annum. In June 2021, such loan was repaid in full to PEWC, and the facility was terminated.

 

 

24.

RELATED PARTY TRANSACTIONS (continued)

24(b)Transactions with related parties

The transactions undertaken with related parties are summarized as follows:

 

 

 

 

For the year ended December 31,

 

 

 

 

 

2021

 

2020

 

2019

 

 

 

 

 

US$’000

 

US$’000

 

US$’000

 

The ultimate parent company

 

 

 

 

 

 

 

 

 

 

 

 

PEWC

 

Purchases

 

 

20,359

 

 

5,742

 

 

2,745

 

 

 

Sales

 

 

5,254

 

 

90

 

 

 

 

 

Fabrication income received

 

 

25

 

 

 

 

140

 

 

 

Management fee paid

 

 

153

 

 

133

 

 

199

 

 

 

Information technology service fee paid

 

 

113

 

 

123

 

 

101

 

 

 

Training fee paid

 

 

110

 

 

 

 

 

 

 

Interest expenses paid

 

 

91

 

 

60

 

 

 

PEWC, Singapore Branch

 

Management fee received

 

 

14

 

 

14

 

 

14

 

PEWC Singapore Co. (Pte) Ltd.

 

Interest expenses paid

 

 

 

 

12

 

 

22

 

PEWC (HK)

 

Sales

 

 

25,127

 

 

17,004

 

 

17,831

 

 

 

Service fee paid

 

 

219

 

 

209

 

 

218

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-controlling shareholder of subsidiary

 

 

 

 

 

 

 

 

 

 

 

 

Italian Thai and its affiliates

 

Sales

 

 

6,613

 

 

5,344

 

 

4,188

 

 

 

Construction of factory building expenses

 

 

1,651

 

 

3,436

 

 

215

 

Fujikura Limited

 

Purchases

 

 

 

 

 

 

249

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Others

 

Fabrication cost

 

 

350

 

 

238

 

 

581

 

 

24(c)Terms and condition of transactions with related parties

The sales to and purchases from related parties are based on negotiation by the entities. Outstanding balances at the year-end are unsecured and interest free. There have been no guarantees provided or received for any related party receivables or payables. This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.

Our Company purchases from PEWC copper rods as raw materials, low to high voltage power cable, and wire for distribution purposes. The purchase price from PEWC is determined by reference to the quoted copper prices on the LME. No sales commission was received from PEWC during the years ended December 31, 2021, 2020 and 2019.  

 

 

24.

RELATED PARTY TRANSACTIONS (continued)

24(c)Terms and condition of transactions with related parties (continued)

Pursuant to the composite services agreement with PEWC: 

 

(i)

PEWC will sell copper rod to our Company, upon our Company’s request, (1) at a price consisting of the average spot price of copper on the LME for the one month prior to purchase plus an agreed upon premium, (2) at prices and on terms at least as favorable as it provides copper rod to other purchasers of similar amounts of copper rod in the same markets as PEWC and (3) will give priority in the supply of copper rod to our Company over other purchasers of copper rod from PEWC.

 

(ii)

PEWC grants to our Company the right to distribute any wire or cable product manufactured by PEWC in all markets in which our Company presently distributes or develops the capability to distribute in the future, such products on such terms as have historically been in effect or on terms at least as favorable as PEWC grants to third parties that distribute such products in such markets. However, PEWC shall not be required to grant to our Company the right to distribute products manufactured by PEWC in the future in markets where our Company does not currently have the capability to distribute unless and until PEWC has no pre-existing contractual rights which would conflict with the grant of such right to our Company.

 

(iii)

PEWC will make available to our Company, upon our Company’s request and on terms to be mutually agreed between PEWC and our Company from time to time, access to certain of PEWC’s technology (and PEWC personnel necessary to use such technology) with respect to the design and manufacture of wire and cable products, including, without limitation, certain fiber optic technology. Our Company benefits from research and development conducted by PEWC at little or no cost to our Company.

 

(iv)

PEWC will make available to our Company, upon our Company’s request and on terms to be mutually agreed between PEWC and our Company from time to time, certain services with respect to the design and manufacture of wire and cable products, computerization, inventory control, purchasing, internal auditing, quality control, emergency back-up services, and recruitment and training of personnel; such services may include the training of our Company’s employees and managers at PEWC facilities and the secondment of PEWC employees and managers to our Company.

 

(v)

Each of PEWC and our Company will offer the other party the right to participate in any negotiations with a third party concerning the establishment of any facility or similar venture to manufacture or distribute any wire or cable product outside of the markets where our Company currently manufactures or distributes, or intends to develop the capability to manufacture or distribute, any wire or cable product. Unless our Company and PEWC mutually agree otherwise, our Company shall have the right of first refusal to enter into any definitive agreement with such third party. If, however, such third party would not agree to the substitution of our Company for PEWC or such substitution would prevent the successful completion of the facility or venture, PEWC will arrange for our Company to participate to the extent possible.

 

 

24.

RELATED PARTY TRANSACTIONS (continued)

24(d)Compensation of key management personnel of our Company

 

 

For the years ended December, 31

 

 

 

2021

 

2020

 

2019

 

 

 

US$’000

 

US$’000

 

US$’000

 

Short-term employee benefits

 

 

2,372

 

 

3,050

 

 

3,073

 

Post-employment benefits

 

 

84

 

 

114

 

 

179

 

Total compensation paid to key management

   personnel

 

 

2,456

 

 

3,164

 

 

3,252

 

The amounts disclosed in the table were recognized as expenses during the reporting periods.