EX-99.1 2 exhibit99_1.htm EX-99.1 exhibit99_1.htm - Generated by SEC Publisher for SEC Filing

 

UNITED MICROELECTRONICS CORPORATION

AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

WITH REPORT OF INDEPENDENT ACCOUNTANTS

FOR THE NINE-MONTH PERIODS ENDED

SEPTEMBER 30, 2019 AND 2018

 

 

 

 

 

 

 

 

 

 

 

 

Address:   No. 3 Li-Hsin Road II, Hsinchu Science Park, Hsinchu City, Taiwan, R.O.C.

Telephone: 886-3-578-2258

 

The reader is advised that these consolidated financial statements have been prepared originally in Chinese.  In the event of a conflict between these financial statements and the original Chinese version or difference in interpretation between the two versions, the Chinese language financial statements shall prevail.

 


 

Review Report of Independent Accountants

 

To United Microelectronics Corporation

 

Introduction

 

We have reviewed the accompanying consolidated balance sheets of United Microelectronics Corporation and its subsidiaries (collectively, the “Company”) as of September 30, 2019 and 2018, the related consolidated statements of comprehensive income for the three-month and nine-month periods ended September 30, 2019 and 2018 and consolidated statements of changes in equity and cash flows for the nine-month periods ended September 30, 2019 and 2018, and notes to the consolidated financial statements, including the summary of significant accounting policies (together “the consolidated financial statements”).   Management is responsible for the preparation and fair presentation of these 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” as endorsed and became effective by Financial Supervisory Commission of the Republic of China.  Our responsibility is to express a conclusion on these consolidated financial statements based on our reviews.

 

Scope of Review

 

We conducted our reviews in accordance with Statement of Auditing Standards No. 65, “Review of Financial Information Performed by the Independent Auditor of the Entity” of the Republic of China.  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 conducted in accordance with auditing standards generally accepted in the Republic of China 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 and the review reports of other independent accountants (please refer to the Other Matter paragraph of our report), nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Company as of September 30, 2019 and 2018, and its consolidated financial performance for the three-month and nine-month periods ended September 30, 2019 and 2018, and its consolidated cash flows for the nine-month periods ended September 30, 2019 and 2018, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34, Interim Financial Reporting” as endorsed and became effective by Financial Supervisory Commission of the Republic of China.

 


 

Other Matter – Making Reference to the Reviews of Other Independent Accountants

 

We did not review the financial statement of certain associates and joint ventures accounted for   under the equity method.  Our review, insofar as it related to the investments accounted for under the equity method balances of NT$9,789 million and NT$9,875 million, which represented 2.62% and 2.65% of the total consolidated assets as of September 30, 2019 and 2018, respectively, the related shares of profit or loss from the associates and joint ventures in the amount of NT$77 million, NT$17 million, NT$560 million and NT$364 million, which represented 3.91%, 2.09%, 20.22% and 7.63% of the consolidated income from continuing operations before income tax for the three-month and nine-month periods ended September 30, 2019 and 2018, respectively, and the related shares of other comprehensive income from the associates and joint ventures in the amount of NT$326 million, NT$(54) million, NT$869 million and NT$84 million, which represented 12.90%, 3.92%, 10.97% and 1.30% of the consolidated total comprehensive income for the three-month and nine-month periods ended September 30, 2019 and 2018, respectively, are based solely on the reports of other independent accountants.

 

 

/s/ Chiu, Wan-Ju

 

 

/s/ Hsu, Hsin-Min

 

 

Ernst & Young, Taiwan

 

 

 

October 30, 2019

 

Notice to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, results of operations and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to review such consolidated financial statements are those generally accepted and applied in the Republic of China.

Accordingly, the accompanying consolidated financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

 


 
 

English Translation of Consolidated Financial Statements Originally Issued in Chinese

UNITED MICROELECTRONICS CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

September 30, 2019, December 31, 2018 and September 30, 2018 (September 30, 2019 and 2018 are unaudited)

(Expressed in Thousands of New Taiwan Dollars)

                 
       

As of

Assets

 

Notes

 

September 30, 2019

 

December 31, 2018

 

September 30, 2018

Current assets

               

  Cash and cash equivalents

 

6(1)

 

 $  86,754,723

 

 $  83,661,739

 

 $  81,520,158

  Financial assets at fair value through profit or loss, current

 

6(2), 12(7)

 

  633,940

 

  528,450

 

  422,326

  Contract assets, current

 

6(19)

 

  113,658

 

  92,210

 

  338,096

  Notes receivable

     

232

 

118

 

  6,533

  Accounts receivable, net

 

6(3)

 

23,194,466

 

23,735,989

 

25,268,851

  Accounts receivable-related parties, net

 

7

 

  217,242

 

  138,912

 

  334,598

  Other receivables

     

  744,625

 

  708,432

 

1,273,498

  Current tax assets

     

  34,534

 

  20,856

 

  31,463

  Inventories, net

 

6(4)

 

19,989,749

 

18,203,119

 

17,588,556

  Prepayments

     

13,307,671

 

11,225,322

 

11,626,693

  Non-current assets held for sale

 

6(7)

 

  65,237

 

  -

 

  -

  Other current assets

 

6(1), 6(19)

 

18,434,452

 

2,878,285

 

1,742,809

  Total current assets

     

163,490,529

 

141,193,432

 

140,153,581

                 

Non-current assets

               

  Financial assets at fair value through profit or loss, noncurrent

 

6(2), 7, 12(7)

 

12,385,232

 

11,555,847

 

12,508,679

  Financial assets at fair value through other comprehensive income, noncurrent

 

6(5), 12(7)

 

16,227,393

 

11,585,477

 

11,722,990

  Investments accounted for under the equity method

 

6(6), 7

 

11,725,364

 

10,363,977

 

12,028,943

  Property, plant and equipment

 

6(7), 8

 

148,946,333

 

172,846,595

 

177,716,434

  Right-of-use assets

 

6(8), 8

 

8,074,037

 

  -

 

  -

  Intangible assets

 

6(9), 7

 

3,642,903

 

2,991,804

 

3,206,651

  Deferred tax assets

     

6,165,947

 

6,387,909

 

6,621,333

  Prepayment for equipment

     

  303,691

 

  661,402

 

1,282,147

  Refundable deposits

 

8

 

2,749,204

 

2,757,399

 

2,775,848

  Other noncurrent assets-others

 

8

 

  333,834

 

4,261,064

 

4,652,623

  Total non-current assets

     

210,553,938

 

223,411,474

 

232,515,648

                 

Total assets

     

 $  374,044,467

 

 $  364,604,906

 

 $  372,669,229


 
 

English Translation of Consolidated Financial Statements Originally Issued in Chinese

UNITED MICROELECTRONICS CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

September 30, 2019, December 31, 2018 and September 30, 2018 (September 30, 2019 and 2018 are unaudited)

(Expressed in Thousands of New Taiwan Dollars)

                 
       

As of

Liabilities and Equity

 

Notes

 

September 30, 2019

 

December 31, 2018

 

September 30, 2018

Current liabilities

               

  Short-term loans

 

6(10), 6(26)

 

 $ 16,482,956

 

 $ 13,103,808

 

 $ 14,817,804

  Hedging financial liabilities, current

 

6(11), 12(7)

 

  -

 

  -

 

64,315

  Contract liabilities, current

 

6(19)

 

  1,122,187

 

932,371

 

  1,978,822

  Notes and accounts payable

     

  6,627,522

 

  6,801,745

 

  6,885,729

  Other payables

 

7

 

  12,030,681

 

  12,455,861

 

  12,145,915

  Payables on equipment

     

  3,002,264

 

  4,008,142

 

  2,585,508

  Current tax liabilities

     

  1,102,270

 

  2,059,172

 

  2,096,528

  Liabilities directly associated with non-current assets held for sale

 

6(7)

 

2,455

 

  -

 

  -

  Lease liabilities, current

 

6(8), 6(26)

 

467,610

 

  -

 

  -

  Current portion of long-term liabilities

 

6(12), 6(13), 6(26), 8, 12(7)

 

  23,599,452

 

  5,121,396

 

  5,509,780

  Other current liabilities

 

6(15), 6(16), 6(26), 7

 

  5,887,500

 

  5,416,842

 

  5,349,106

  Total current liabilities

     

  70,324,897

 

  49,899,337

 

  51,433,507

                 

Non-current liabilities

               

  Contract liabilities, noncurrent

 

6(19)

 

497,120

 

  -

 

  -

  Bonds payable

 

6(12), 6(26), 12(7)

 

  18,686,893

 

  38,878,947

 

  38,788,603

  Long-term loans

 

6(13), 6(26), 8, 12(7)

 

  36,542,501

 

  28,204,054

 

  28,670,385

  Deferred tax liabilities

     

  2,090,428

 

  1,965,693

 

  1,941,263

  Lease liabilities, noncurrent

 

6(8), 6(26)

 

  5,258,281

 

  -

 

  -

  Net defined benefit liabilities, noncurrent

 

6(14)

 

  4,140,361

 

  4,167,174

 

  4,118,683

  Guarantee deposits

 

6(26)

 

259,656

 

612,903

 

484,491

  Other noncurrent liabilities-others

 

6(15), 6(26), 9(5)

 

  31,200,036

 

  34,340,307

 

  34,674,331

  Total non-current liabilities

     

  98,675,276

 

  108,169,078

 

  108,677,756

                 

  Total liabilities

     

  169,000,173

 

  158,068,415

 

  160,111,263

                 

Equity attributable to the parent company

               

  Capital

 

6(17)

           

  Common stock

     

  117,243,187

 

  124,243,187

 

  124,243,187

  Additional paid-in capital

 

6(12), 6(17), 6(18)

           

  Premiums

     

  34,234,413

 

  36,278,383

 

  36,278,383

  Treasury stock transactions

     

  2,741,184

 

  1,737,113

 

  1,737,113

The differences between the fair value of the consideration paid or received from acquiring or disposing subsidiaries and  the carrying amounts of the subsidiariesa

573,336

573,336

573,336

  Recognition of changes in subsidiaries’ ownership

     

  104

 

  39

 

  -

  Share of changes in net assets of associates and joint ventures accounted for using equity method

     

108,975

 

108,613

 

99,204

  Employee stock options

     

175,824

 

178,401

 

58,087

  Stock options

     

  1,515,297

 

  1,515,297

 

  1,515,297

  Other

     

10,509

 

8,181

 

8,553

  Retained earnings

 

6(17)

           

  Legal reserve

     

  11,572,579

 

  10,865,280

 

  10,865,280

  Special reserve

     

  14,513,940

 

  -

 

  -

  Unappropriated earnings

     

  31,702,486

 

  50,723,263

 

  53,865,375

  Other components of equity

               

  Exchange differences on translation of foreign operations

     

  (6,159,724)

 

  (5,692,326)

 

  (6,251,427)

  Unrealized gains or losses on financial assets measured at fair value through other comprehensive income

 

  (3,471,356)

 

  (8,819,556)

 

  (8,360,617)

  Gains or losses on hedging instruments

     

(2,058)

 

(2,058)

 

(51,452)

  Treasury stock

 

6(17), 6(18)

 

(119,801)

 

  (5,647,430)

 

  (2,515,594)

  Total equity attributable to the parent company

     

  204,638,895

 

  206,069,723

 

  212,064,725

                 

Non-controlling interests

 

6(17)

 

405,399

 

466,768

 

493,241

  Total equity

     

  205,044,294

 

  206,536,491

 

  212,557,966

                 

Total liabilities and equity

     

 $ 374,044,467

 

 $ 364,604,906

 

 $ 372,669,229

                 

The accompanying notes are an integral part of the consolidated financial statements.


 
 

English Translation of Consolidated Financial Statements Originally Issued in Chinese

UNITED MICROELECTRONICS CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the three-month and nine-month periods ended September 30, 2019 and 2018

(Expressed in Thousands of  New Taiwan Dollars, Except for Earnings per Share)

                   

 

   

For the three-month periods ended
September 30,

 

For the nine-month periods ended
September 30,

 

Notes

 

2019

 

2018

 

2019

 

2018

Operating revenues

6(19), 7, 14

 

 $  37,738,440

 

 $  39,386,656

 

 $  106,352,583

 

 $  115,735,370

Operating costs

6(4), 6(9), 6(14), 6(18), 6(20), 7, 14

 

(31,305,920)

 

(32,465,029)

 

(92,005,953)

 

(97,496,569)

Gross profit

   

6,432,520

 

6,921,627

 

14,346,630

 

18,238,801

Operating expenses

6(3), 6(9), 6(14), 6(18), 6(20), 7, 14

               

  Sales and marketing expenses

   

(969,734)

 

(987,158)

 

(2,811,138)

 

(2,999,223)

  General and administrative expenses

   

(1,344,804)

 

(1,385,189)

 

(3,832,768)

 

(3,484,232)

  Research and development expenses

   

(2,813,050)

 

(3,328,898)

 

(8,407,417)

 

(9,280,121)

  Expected credit losses

   

(3,753)

 

 

(590,619)

 

  Subtotal

   

(5,131,341)

 

(5,701,245)

 

(15,641,942)

 

(15,763,576)

Net other operating income and expenses

6(7), 6(15), 6(21), 14

 

1,207,569

 

1,215,052

 

3,967,571

 

3,910,732

Operating income

   

2,508,748

 

2,435,434

 

2,672,259

 

6,385,957

Non-operating income and expenses

                 

  Other income

   

813,067

 

667,980

 

1,455,281

 

1,135,366

  Other gains and losses

6(22)

 

67,769

 

(770,641)

 

834,764

 

(425,354)

  Finance costs

6(22)

 

(769,453)

 

(736,016)

 

(2,270,057)

 

(2,144,110)

  Share of profit or loss of associates and joint ventures

6(6), 14

 

108,905

 

193,182

 

505,913

 

480,333

  Exchange loss, net

12

 

(751,651)

 

(961,416)

 

(426,981)

 

(661,022)

  Subtotal

   

(531,363)

 

(1,606,911)

 

98,920

 

(1,614,787)

Income from continuing operations before income tax

   

1,977,385

 

828,523

 

2,771,179

 

4,771,170

Income tax (expense) benefit

6(24), 14

 

(38,976)

 

(631,665)

 

202,221

 

872,022

Net income

   

1,938,409

 

196,858

 

2,973,400

 

5,643,192

Other comprehensive income (loss)

6(23)

               

Items that will not be reclassified subsequently to profit or loss

                 

  Unrealized gains or losses from equity instruments investments measured at
  fair value through other comprehensive income

   

1,848,728

 

356,337

 

4,686,383

 

1,591,531

  Gains or losses on hedging instruments which will not be reclassified
  subsequently to profit or loss

   

 

(64,315)

 

 

(64,315)

  Share of other comprehensive income (loss) of associates and joint ventures
  which will not be reclassified subsequently to profit or loss

   

333,124

 

(254,124)

 

879,098

 

(123,975)

  Income tax related to items that will not be reclassified subsequently

6(24)

 

(131,554)

 

50,550

 

(141,712)

 

90,436

Items that may be reclassified subsequently to profit or loss

                 

  Exchange differences on translation of foreign operations

   

(1,454,645)

 

(1,646,056)

 

(499,675)

 

(643,428)

  Share of other comprehensive income (loss) of associates and joint ventures
  which may be reclassified subsequently to profit or loss

   

(3,741)

 

(9,232)

 

41,640

 

4,365

  Income tax related to items that may be reclassified subsequently

6(24)

 

(1,553)

 

(593)

 

(18,731)

 

(14,418)

Total other comprehensive income (loss), net of tax

   

590,359

 

(1,567,433)

 

4,947,003

 

840,196

Total comprehensive income (loss)

   

 $  2,528,768

 

 $ (1,370,575)

 

 $  7,920,403

 

 $  6,483,388

                   

  Net income (loss) attributable to:

                 

  Stockholders of the parent

   

 $  2,928,678

 

 $  1,720,426

 

 $  5,870,601

 

 $  8,779,603

  Non-controlling interests

   

(990,269)

 

(1,523,568)

 

(2,897,201)

 

(3,136,411)

     

 $  1,938,409

 

 $ 196,858

 

 $  2,973,400

 

 $  5,643,192

                   

  Comprehensive income (loss) attributable to:

                 

  Stockholders of the parent

   

 $  3,540,356

 

 $ 278,817

 

 $  10,840,907

 

 $  9,734,386

  Non-controlling interests

   

(1,011,588)

 

(1,649,392)

 

(2,920,504)

 

(3,250,998)

     

 $  2,528,768

 

 $ (1,370,575)

 

 $  7,920,403

 

 $  6,483,388

                   

  Earnings per share (NTD)

6(25)

               

  Earnings per share-basic

   

 $ 0.25

 

 $ 0.14

 

 $ 0.50

 

 $ 0.73

  Earnings per share-diluted

   

 $ 0.23

 

 $ 0.13

 

 $ 0.46

 

 $ 0.67

                   

  The accompanying notes are an integral part of the consolidated financial statements.

       

 


 
 

English Translation of Consolidated Financial Statements Originally Issued in Chinese

 

UNITED MICROELECTRONICS CORPORATION AND SUBSIDIARIES

 

UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

 

For the nine-month periods ended September 30, 2019 and 2018

 

(Expressed in Thousands of New Taiwan Dollars)

 
                                                     
       

Equity Attributable to the Parent Company

       
       

Capital

   

Retained Earnings

 

Other Components of Equity

               
   

Notes

 

Common Stock

 

Additional
 Paid-in Capital

 

Legal Reserve

 

Special Reserve

 

Unappropriated
Earnings

 

Exchange Differences on Translation of Foreign Operations

 

 Unrealized Gains or Losses on Financial Assets Measured at Fair Value through Other Comprehensive Income

 

Gains or Losses on Hedging Instruments

 

Treasury Stock

 

Total

 

Non-
Controlling
Interests

 

Total Equity

Adjusted balance as of January 1, 2018

     

 $  126,243,187

 

 $  40,858,350

 

 $  9,902,407

 

 $  -

 

 $  56,133,198

 

 $  (5,712,533)

 

 $  (9,867,013)

 

 $  -

 

 $  (4,719,037)

 

 $  212,838,559

 

 $ 958,405

 

 $  213,796,964

Appropriation and distribution of 2017 retained earnings

 

6(17)

                                               

Legal reserve

     

-

 

-

 

962,873

 

-

 

(962,873)

 

-

 

-

 

-

 

-

 

-

 

-

 

-

Cash dividends

     

-

 

-

 

-

 

-

 

(8,557,023)

 

-

 

-

 

-

 

-

 

(8,557,023)

 

-

 

(8,557,023)

Net income for the nine-month ended September 30, 2018

 

6(17)

 

-

 

-

 

-

 

-

 

8,779,603

 

-

 

-

 

-

 

-

 

8,779,603

 

(3,136,411)

 

5,643,192

Other comprehensive income (loss), net of tax for the nine-month ended September 30, 2018

 

6(17), 6(23)

 

-

 

-

 

-

 

-

 

21,655

 

(538,894)

 

1,523,474

 

(51,452)

 

-

 

954,783

 

(114,587)

 

840,196

Total comprehensive income (loss)

     

-

 

-

 

-

 

-

 

8,801,258

 

(538,894)

 

1,523,474

 

(51,452)

 

-

 

9,734,386

 

(3,250,998)

 

6,483,388

Share-based payment transaction

 

6(18)

 

-

 

575,913

 

-

 

-

 

-

 

-

 

-

 

-

 

2,203,443

 

2,779,356

 

-

 

2,779,356

Treasury stock acquired

 

6(17)

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(3,129,182)

 

(3,129,182)

 

-

 

(3,129,182)

Treasury stock cancelled

 

6(17)

 

(2,000,000)

 

(1,129,182)

 

-

 

-

 

-

 

-

 

-

 

-

 

3,129,182

 

-

 

-

 

-

Share of changes in net assets of associates and joint ventures accounted for using equity method

     

-

 

1,722

 

-

 

-

 

17,078

 

-

 

(17,078)

 

-

 

-

 

1,722

 

-

 

1,722

Changes in subsidiaries' ownership

 

6(17)

 

-

 

-

 

-

 

-

 

(475,311)

 

-

 

-

 

-

 

-

 

(475,311)

 

(279,907)

 

(755,218)

Adjustments for dividends subsidiaries received from parent company

     

-

 

11,442

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

11,442

 

-

 

11,442

Others

 

6(17)

 

-

 

(48,272)

 

-

 

-

 

(1,090,952)

 

-

 

-

 

-

 

-

 

(1,139,224)

 

3,065,741

 

1,926,517

Balance as of September 30, 2018

 

6(17)

 

 $  124,243,187

 

 $  40,269,973

 

 $  10,865,280

 

 $  -

 

 $  53,865,375

 

 $  (6,251,427)

 

 $  (8,360,617)

 

 $ (51,452)

 

 $  (2,515,594)

 

 $  212,064,725

 

 $ 493,241

 

 $  212,557,966

                                                     

Balance as of January 1, 2019

 

6(17)

 

 $  124,243,187

 

 $  40,399,363

 

 $  10,865,280

 

 $  -

 

 $  50,723,263

 

 $  (5,692,326)

 

 $  (8,819,556)

 

 $ (2,058)

 

 $  (5,647,430)

 

 $  206,069,723

 

 $ 466,768

 

 $  206,536,491

Impact of retroactive applications

 

3, 6(17)

 

-

 

(10,427)

 

-

 

-

 

-

 

(13,935)

 

-

 

-

 

-

 

(24,362)

 

(0)

 

(24,362)

Adjusted balance as of January 1, 2019

 

6(17)

 

124,243,187

 

40,388,936

 

10,865,280

 

-

 

50,723,263

 

(5,706,261)

 

(8,819,556)

 

(2,058)

 

(5,647,430)

 

206,045,361

 

466,768

 

206,512,129

  Appropriation and distribution of 2018 retained earnings

 

6(17)

                                               

Legal reserve

     

-

 

-

 

707,299

 

-

 

(707,299)

 

-

 

-

 

-

 

-

 

-

 

-

 

-

Special reserve

     

-

 

-

 

-

 

14,513,940

 

(14,513,940)

 

-

 

-

 

-

 

-

 

-

 

-

 

-

Cash dividends

     

-

 

-

 

-

 

-

 

(6,916,105)

 

-

 

-

 

-

 

-

 

(6,916,105)

 

-

 

(6,916,105)

Net income for the nine-month ended September 30, 2019

 

6(17)

 

-

 

-

 

-

 

-

 

5,870,601

 

-

 

-

 

-

 

-

 

5,870,601

 

(2,897,201)

 

2,973,400

Other comprehensive income (loss), net of tax for the nine-month ended September 30, 2019

 

6(17), 6(23)

 

-

 

-

 

-

 

-

 

-

 

(453,463)

 

5,423,769

 

-

 

-

 

4,970,306

 

(23,303)

 

4,947,003

Total comprehensive income (loss)

     

-

 

-

 

-

 

-

 

5,870,601

 

(453,463)

 

5,423,769

 

-

 

-

 

10,840,907

 

(2,920,504)

 

7,920,403

Share-based payment transaction

 

6(18)

 

-

 

335,166

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

335,166

 

-

 

335,166

Treasury stock acquired

 

6(17)

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

(2,859,498)

 

(2,859,498)

 

-

 

(2,859,498)

Treasury stock cancelled

 

6(17)

 

(7,000,000)

 

(1,387,127)

 

-

 

-

 

-

 

-

 

-

 

-

 

8,387,127

 

-

 

-

 

-

Share of changes in net assets of associates and joint ventures accounted for using equity method

     

-

 

362

 

-

 

-

 

252,467

 

-

 

(252,467)

 

-

 

-

 

362

 

-

 

362

Changes in subsidiaries' ownership

 

6(17)

 

-

 

65

 

-

 

-

 

(22,280)

 

-

 

-

 

-

 

-

 

(22,215)

 

23,940

 

1,725

Adjustments for dividends subsidiaries received from parent company

     

-

 

9,485

 

-

 

-

 

-

 

-

 

-

 

-

 

-

 

9,485

 

-

 

9,485

Disposal of equity instruments investments measured at fair value through other comprehensive income

 

6(5)

 

-

 

-

 

-

 

-

 

(176,898)

 

-

 

176,898

 

-

 

-

 

-

 

-

 

-

Others

 

6(17)

 

-

 

12,755

 

-

 

-

 

(2,807,323)

 

-

 

-

 

-

 

-

 

(2,794,568)

 

2,835,195

 

40,627

Balance as of September 30, 2019

 

6(17)

 

 $  117,243,187

 

 $  39,359,642

 

 $  11,572,579

 

 $  14,513,940

 

 $  31,702,486

 

 $  (6,159,724)

 

 $  (3,471,356)

 

 $ (2,058)

 

 $ (119,801)

 

 $  204,638,895

 

 $ 405,399

 

 $  205,044,294

                                                     

The accompanying notes are an integral part of the consolidated financial statements.

 

 


 
 

English Translation of Consolidated Financial Statements Originally Issued in Chinese

UNITED MICROELECTRONICS CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the nine-month periods ended September 30, 2019 and 2018

(Expressed in Thousands of New Taiwan Dollars)

         
   

For the nine-month periods ended September 30,

   

2019

 

2018

Cash flows from operating activities:

       

  Net income before tax

 

 $ 2,771,179

 

 $ 4,771,170

  Adjustments to reconcile net income before tax to net cash provided by operating activities:

       

  Depreciation

 

  35,161,692

 

  38,056,356

  Amortization

 

  1,453,163

 

  1,578,412

  Expected credit losses

 

590,619

 

843

  Net (gain) loss of financial assets and liabilities at fair value through profit or loss

 

(823,570)

 

532,756

  Interest expense

 

  2,217,785

 

  2,076,262

  Interest income

 

(745,313)

 

(534,811)

  Dividend income

 

(709,968)

 

(600,555)

  Share-based payment

 

327,556

 

575,355

  Share of profit of associates and joint ventures

 

(505,913)

 

(480,333)

  Loss (gain) on disposal of property, plant and equipment

 

  10,258

 

(125,126)

  Loss (gain) on disposal of investments

 

  6,376

 

(12,570)

  Impairment loss on non-financial assets

 

  85,202

 

-

  Exchange loss on financial assets and liabilities

 

794,505

 

  1,286,014

  Amortization of deferred government grants

 

  (3,061,189)

 

  (2,894,256)

  Income and expense adjustments

 

  34,801,203

 

  39,458,347

  Changes in operating assets and liabilities:

       

  Financial assets and liabilities at fair value through profit or loss

 

(73,209)

 

499,426

  Contract assets

 

(21,170)

 

(211,076)

  Notes receivable and accounts receivable

 

(312,999)

 

  (3,321,818)

  Other receivables

 

  44,096

 

  22,642

  Inventories

 

  (1,831,753)

 

578,144

  Prepayments

 

  (1,383,588)

 

(307,901)

  Other current assets

 

(15,489,013)

 

  1,051,385

  Contract fulfillment costs

 

(80,890)

 

(266,109)

  Contract liabilities

 

193,610

 

  (1,969,523)

  Notes and accounts payable

 

(33,327)

 

331,295

  Other payables

 

  (1,294,545)

 

  (1,090,831)

  Other current liabilities

 

516,326

 

273,691

  Net defined benefit liabilities

 

(26,813)

 

(19,835)

  Other noncurrent liabilities-others

 

(3,240)

 

  3,240

  Cash generated from operations

 

  17,775,867

 

  39,802,247

  Interest received

 

690,933

 

462,509

  Dividend received

 

746,003

 

715,384

  Interest paid

 

  (1,274,256)

 

  (1,316,387)

  Income tax paid

 

(566,929)

 

(851,396)

  Net cash provided by operating activities

 

  17,371,618

 

  38,812,357

         

(continued)


 
 

English Translation of Consolidated Financial Statements Originally Issued in Chinese

UNITED MICROELECTRONICS CORPORATION AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the nine-month periods ended September 30, 2019 and 2018

(Expressed in Thousands of New Taiwan Dollars)

         
   

For the nine-month periods ended September 30,

   

2019

 

2018

Cash flows from investing activities:

       

  Acquisition of financial assets at fair value through profit or loss

 

 $  (219,917)

 

 $  (531,762)

  Proceeds from disposal of financial assets at fair value through profit or loss

 

205,972

 

653

  Proceeds from disposal of equity instruments investments measured at fair value through other comprehensive income or loss

 

  44,466

 

  Acquisition of investments accounted for under the equity method

 

(10,000)

 

(840,000)

  Proceeds from disposal of investments accounted for under the equity method

 

3

 

  Increase in prepayment for investments

 

(5,065)

 

  Proceeds from capital reduction and liquidation of investments

 

2,213

 

113

  Acquisition of property, plant and equipment

 

(13,016,979)

 

(15,229,219)

  Proceeds from disposal of property, plant and equipment

 

  23,417

 

152,521

  Increase in refundable deposits

 

(149,208)

 

  (1,523,556)

  Decrease in refundable deposits

 

153,875

 

662,200

  Acquisition of intangible assets

 

  (1,508,795)

 

(546,727)

  Government grants related to assets acquisition

 

639,730

 

  6,996,355

  Increase in other noncurrent assets-others

 

(6,496)

 

(27,654)

  Decrease in other noncurrent assets-others

 

  8,786

 

821

  Net cash used in investing activities

 

(13,837,998)

 

(10,886,255)

Cash flows from financing activities:

       

  Increase in short-term loans

 

  21,238,950

 

  17,281,109

  Decrease in short-term loans

 

(17,746,353)

 

(27,750,312)

  Cash payments for the principal portion of the lease liability

 

(449,157)

 

-

  Redemption of bonds

 

  (2,500,000)

 

  (7,500,000)

  Proceeds from long-term loans

 

  11,459,345

 

  58,500

  Repayments of long-term loans

 

  (2,517,790)

 

(894,991)

  Increase in guarantee deposits

 

252,694

 

  45,838

  Decrease in guarantee deposits

 

(11,671)

 

(115,039)

  Cash dividends

 

  (6,913,765)

 

  (8,557,312)

  Treasury stock acquired

 

  (2,972,243)

 

  (3,129,182)

  Treasury stock sold to employees

 

-

 

  2,204,000

  Change in non-controlling interests

 

  1,538

 

596,100

  Others

 

  7,312

 

-

  Net cash used in financing activities

 

(151,140)

 

(27,761,289)

Effect of exchange rate changes on cash and cash equivalents

 

(286,607)

 

(319,227)

Net increase (decrease) in cash and cash equivalents

 

  3,095,873

 

(154,414)

Cash and cash equivalents at beginning of period

 

  83,661,739

 

  81,674,572

Cash and cash equivalents at end of period

 

 $ 86,757,612

 

 $ 81,520,158

         

Reconciliation of the balances of cash and cash equivalents at end of period:

       

Cash and cash equivalents balances on the consolidated balance sheets

 

 $ 86,754,723

 

 $ 81,520,158

Cash and cash equivalents included in non-current assets held for sale

 

  2,889

 

-

Cash and cash equivalents at end of period

 

 $ 86,757,612

 

 $ 81,520,158

         

The accompanying notes are an integral part of the consolidated financial statements.


 

UNITED MICROELECTRONICS CORPORATION AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

For the Nine-Month Periods Ended September 30, 2019 and 2018

(Expressed in Thousands of New Taiwan Dollars unless Otherwise Specified)

 

1.    HISTORY AND ORGANIZATION

 

United Microelectronics Corporation (UMC) was incorporated in Republic of China (R.O.C.) in May 1980 and commenced operations in April 1982.  UMC is a full service semiconductor wafer foundry, and provides a variety of services to satisfy customer needs.  UMC’s ordinary shares were publicly listed on the Taiwan Stock Exchange (TWSE) in July 1985 and its American Depositary Shares (ADSs) were listed on the New York Stock Exchange (NYSE) in September 2000.

 

2.    DATE AND PROCEDURES OF AUTHORIZATION OF FINANCIAL STATEMENTS FOR ISSUE

 

The consolidated financial statements of UMC and its subsidiaries (“the Company”) were authorized for issue in accordance with a resolution of the Board of Directors’ meeting on October 30, 2019.

 

3.    NEWLY ISSUED OR REVISED STANDARDS AND INTERPRETATIONS

 

(1)  The Company applied International Financial Reporting Standards, International Accounting Standards, and Interpretations issued, revised or amended which are endorsed by Financial Supervisory Commission (“FSC”) and become effective for annual periods beginning on or after January 1, 2019.  Apart from the impact of the standards and interpretations which is described below, all other standards and interpretations have no material impact on the Company’s financial position and performance.

 

a.   IFRS 16 “Leases” (“IFRS 16”)

IFRS 16 replaces IAS 17 “Leases” (“IAS 17”), IFRIC 4 “Determining whether an Arrangement contains a Lease” (“IFRIC 4”), SIC 15 “Operating Leases-Incentives” and SIC 27 “Evaluating the Substance of Transactions in the Legal Form of a Lease” for annual periods beginning on or after January 1, 2019.


 

 

The Company elected not to reassess whether a contract was, or contained, a lease at the date of initial application (January 1, 2019) in accordance with the transition provision in IFRS 16.  The Company was permitted to apply IFRS 16 to contracts that were previously identified as leases applying IAS 17 and IFRIC 4.  The Company elected not to restate comparative information and applied the standard retrospectively only to contracts that were not completed at the date of initial application in accordance with the transition provision in IFRS 16.  The Company recognized the cumulative effect of initially applying IFRS 16 on January 1, 2019.  As the Company only has operating leases, the impact arising from the adoption of IFRS 16 are summarized as follows:

 

i.  For leases that were classified as operating leases applying IAS 17, lease payments were recognized as expenses on a straight-line basis over the lease terms.  Upon adoption of IFRS 16, the Company measured and recognized those leases, except for short-term or low-value asset lease exemptions, as lease liabilities at the present value of the remaining lease payments, discounted using its weighted average incremental borrowing rate of 2.64% on January 1, 2019.  On a lease-by-lease basis, the right-of-use asset was measured and recognized at an amount equal to the lease liability (adjusted by the amount of any prepaid lease payments).  The Company assessed the cumulative effect at the date of initial application was primarily consisted of a decrease in prepayments amounting to NT$15 million; an increase in right-of-use assets amounting to NT$8,578 million; a decrease in other noncurrent assets-others amounting to NT$2,621 million; a decrease in other payables amounting to NT$40 million; an increase in lease liabilities amounting to NT$6,006 million; a decrease in additional paid-in capital-other amounting to NT$10 million; and a decrease in other components of equity amounting to NT$14 million.

 

ii. In accordance with the transition provision in IFRS 16, the Company used the following practical expedients on a lease-by-lease basis to leases previously classified as operating leases:

(i)  Apply a single discount rate to a portfolio of leases with reasonably similar characteristics.

(ii) Elect to account in the same way as short-term leases to leases for which the lease term ends within 12 months of January 1, 2019.

(iii) Use hindsight, such as in determining the lease term if the contract contains options to extend or terminate the lease.


 

 

iii.    The difference between the present value of operating lease commitments under IAS 17 as of December 31, 2018 discounted at the lessee’s incremental borrowing rate and lease liabilities recognized on January 1, 2019 is explained as below:

 

Operating lease commitments under IAS 17 as of December 31, 2018

$7,408,369

Present value discounted at the incremental borrowing rate on January 1, 2019

$5,997,551

Add: An extension option reasonably certain to be exercised

8,906

Lease liabilities as of January 1, 2019

$6,006,457

 

(2)  Standards issued by International Accounting Standards Board (IASB) which are endorsed by FSC, but not yet adopted by the Company are listed below:

 

No.

 

The projects of Standards or Interpretations

 

Effective for annual periods beginning on or after

Amendments to IFRS 3

 

Definition of a Business

 

January 1, 2020

Amendments to IAS 1 and 8

 

Definition of Material

 

January 1, 2020

 

b. IFRS 3 “Business Combinations” (“IFRS 3”) - Definition of a Business (Amendment)

The amendments clarify the definition of a business in IFRS 3 Business Combinations.  The amendments are intended to assist entities to determine whether a transaction should be accounted for as a business combination or as an asset acquisition.

 

IFRS 3 continues to adopt a market participant’s perspective to determine whether an acquired set of activities and assets is a business.  The amendments clarify the minimum requirements for a business; add guidance to help entities assess whether an acquired process is substantive; and narrow the definitions of a business and of outputs; etc.

 

c. IAS 1 “Presentation of Financial Statements” and IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors” - Definition of Material (Amendment)

The main amendment is to clarify a new definition of material.  It states that “information is material if omitting, misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purpose financial statements make on the basis of those financial statements, which provide financial information about a specific reporting entity.”  The amendments clarify that materiality will depend on the nature or magnitude of information.  An entity will need to assess whether the information, either individually or in combination with other information, is material in the context of the financial statements.  A misstatement of information is material if it could reasonably be expected to influence decisions made by the primary users.


 

 

The Company is currently evaluating the potential impact of the aforementioned standards and interpretations listed (b) ~ (c) to the Company’s financial position and performance, and the related impact will be disclosed when the evaluation is completed.

 

(3)  Standards issued by IASB but not yet endorsed by FSC (the effective dates are to be determined by FSC) are listed below

No.

 

The projects of Standards or Interpretations

 

Effective for annual periods beginning on or after

IFRS 10 and IAS28

 

Sale or Contribution of Assets between an Investor and its Associate or Joint Ventures

 

To be determined by IASB

IFRS 17

 

Insurance Contracts

 

1 January 2021

Amendments to IFRS 9, IAS 39 and IFRS 7

 

Interest Rate Benchmark Reform

 

1 January 2020

 

The potential effects of adopting the standards or interpretations issued by IASB but not yet endorsed by FSC on the Company’s financial statements in future periods are summarized as below:

 

d. IFRS 10 “Consolidated Financial Statements” (“IFRS 10”) and IAS 28 “Investments in Associates and Joint Ventures” - Sale or Contribution of Assets between an Investor and its Associate or Joint Ventures (Amendment) (“IAS 28”)

The amendments address the inconsistency between the requirements in IFRS 10 and IAS 28, in dealing with the loss of control of a subsidiary that is contributed to an associate or a joint venture.  IAS 28 restricts gains and losses arising from contributions of non-monetary assets to an associate or a joint venture to the extent of the interest attributable to the other equity holders in the associate or joint venture.  IFRS 10 requires full profit or loss recognition on the loss of control of a subsidiary.  IAS 28 was amended so that the gain or loss resulting from the sale or contribution of assets that constitute a business as defined in IFRS 3 between an investor and its associate or joint venture is recognized in full.  IFRS 10 was also amended so that the gain or loss resulting from the sale or contribution of a subsidiary that does not constitute a business as defined in IFRS 3 between an investor and its associate or joint venture is recognized only to the extent of the unrelated investors’ interests in the associate or joint venture.


 

 

e. IFRS 9 “Financial Instruments”, IAS 39 “Financial Instruments: Recognition and Measurement” (IAS 39) and IFRS 7 “Financial Instruments: Disclosures” - Interest Rate Benchmark Reform

The amendments include a number of exceptions, which apply to all hedging relationships that are directly affected by interest rate benchmark reform.  A hedging relationship is directly affected if the interest rate benchmark reform gives rise to uncertainties about the timing and or amount of benchmark-based cash flows of the hedged item or the hedging instrument. Hence, the entity shall apply the exceptions to all hedging relationships directly affected by the interest rate benchmark reform.

 

The amendments include:

(1)    highly probable requirement: When determining whether a forecast transaction is highly probable, an entity shall assume that the interest rate benchmark on which the hedged cash flows are based is not altered as a result of the interest rate benchmark reform.

(2)    prospective assessments: When performing prospective assessments, an entity shall assume that the interest rate benchmark on which the hedged item, hedged risk and/or hedging instrument are based is not altered as a result of the interest rate benchmark reform.

(3)    IAS 39 retrospective assessment: An entity is not required to undertake the IAS 39 retrospective assessment (i.e. the actual results of the hedge are within a range of 80–125%) for hedging relationships directly affected by the interest rate benchmark reform.

(4)    separately identifiable risk components: For hedges of a non-contractually specified benchmark component of interest rate risk, an entity shall apply the separately identifiable requirement only at the inception of such hedging relationships.

 

The amendments also include the end of application of the exceptions requirements and the related disclosures requirements of the amendments.

 

The Company is currently evaluating the potential impact of the aforementioned standards and interpretations listed (d) ~ (e) to the Company’s financial position and performance, and the related impact will be disclosed when the evaluation is completed.

 

4.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

(1)  Statement of Compliance

 

The Company’s consolidated financial statements were prepared in accordance with Regulations Governing the Preparation of Financial Reports by Securities Issuers (Regulations) and IAS 34 “Interim Financial Reporting” which is endorsed and become effective by FSC.


 

 

(2)  Basis of Preparation

 

The consolidated financial statements have been prepared on a historical cost basis, except for financial instruments measured at fair value.

 

(3)  General Description of Reporting Entity

 

a.  Principles of consolidation

 

The same principles of consolidation have been applied in the Company’s consolidated financial statements as those applied in the Company’s consolidated financial statements for the year ended December 31, 2018.  For the principles of consolidation, please refer to Note 4(3) of the Company’s consolidated financial statements for the year ended December 31, 2018.

 

b. The consolidated entities are as follows:

 

As of September 30, 2019, December 31, 2018 and September 30, 2018

 

 

 

 

 

 

 

 

 

 

 

 

 

Percentage of ownership (%)

As of

Investor

 

Subsidiary

 

Business nature

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

UMC

 

UMC GROUP (USA)

 

IC Sales

 

100.00

 

100.00

 

100.00

UMC

 

UNITED MICROELECTRONICS (EUROPE) B.V.

 

Marketing support activities

 

100.00

 

100.00

 

100.00

UMC

 

UMC CAPITAL CORP.

 

Investment holding

 

100.00

 

100.00

 

100.00

UMC

 

GREEN EARTH LIMITED (GE)

 

Investment holding

 

100.00

 

100.00

 

100.00

UMC

 

TLC CAPITAL CO., LTD. (TLC)

 

Venture capital

 

100.00

 

100.00

 

100.00

UMC

 

UMC INVESTMENT (SAMOA) LIMITED

 

Investment holding

 

100.00

 

100.00

 

100.00

UMC

 

FORTUNE VENTURE CAPITAL CORP. (FORTUNE)

 

Consulting and planning for venture capital

 

100.00

 

100.00

 

100.00

UMC

 

UMC GROUP JAPAN

 

IC Sales

 

100.00

 

100.00

 

100.00

UMC

 

UMC KOREA CO., LTD.

 

Marketing support activities

 

100.00

 

100.00

 

100.00

UMC

 

OMNI GLOBAL LIMITED (OMNI)

 

Investment holding

 

100.00

 

100.00

 

100.00

UMC

 

SINO PARAGON LIMITED

 

Investment holding

 

100.00

 

100.00

 

100.00

UMC

 

BEST ELITE INTERNATIONAL LIMITED (BE)

 

Investment holding

 

100.00

 

100.00

 

100.00

UMC, FORTUNE and TLC

 

NEXPOWER TECHNOLOGY CORP. (NEXPOWER)

 

Sales and manufacturing of solar power batteries

 

93.36

 

93.36

 

93.36

UMC and FORTUNE

 

WAVETEK MICROELECTRONICS CORPORATION (WAVETEK)

 

Sales and manufacturing of integrated circuits

 

80.57

 

78.47

 

78.47

UMC CAPITAL CORP.

 

UMC CAPITAL (USA)

 

Investment holding

 

100.00

 

100.00

 

100.00

TLC

 

SOARING CAPITAL CORP.

 

Investment holding

 

100.00

 

100.00

 

100.00

SOARING CAPITAL CORP.

 

UNITRUTH ADVISOR (SHANGHAI) CO., LTD.

 

Investment holding and advisory

 

100.00

 

100.00

 

100.00

GE

 

UNITED MICROCHIP CORPORATION

 

Investment holding

 

100.00

 

100.00

 

100.00

FORTUNE

 

TERA ENERGY DEVELOPMENT CO., LTD. (TERA ENERGY)

 

Energy technical services

 

100.00

 

100.00

 

100.00

FORTUNE

 

UNISTARS CORP.

 

High brightness LED packages

 

-

 

-

 

83.69

TERA ENERGY

 

EVERRICH ENERGY INVESTMENT (HK) LIMITED (EVERRICH-HK)

 

Investment holding

 

100.00

 

100.00

 

100.00

EVERRICH-HK

 

EVERRICH (SHANDONG) ENERGY CO., LTD.

 

Solar engineering integrated design services

 

100.00

 

100.00

 

100.00

OMNI

 

UNITED MICROTECHNOLOGY CORPORATION (NEW YORK)

 

Research and development

 

100.00

 

100.00

 

100.00

OMNI

 

UNITED MICROTECHNOLOGY CORPORATION (CALIFORNIA)

 

Research and development

 

100.00

 

100.00

 

100.00

OMNI

 

ECP VITA PTE. LTD.

 

Insurance

 

100.00

 

100.00

 

100.00

OMNI

 

UMC TECHNOLOGY JAPAN CO., LTD.

 

Semiconductor manufacturing technology development and consulting services

 

100.00

 

100.00

 

100.00

WAVETEK

 

WAVETEK MICROELECTRONICS INVESTMENT (SAMOA) LIMITED (WAVETEK-SAMOA)

 

Investment holding

 

100.00

 

100.00

 

100.00

WAVETEK- SAMOA

 

WAVETEK MICROELECTRONICS CORPORATION (USA)

 

Sales and marketing service

 

100.00

 

100.00

 

100.00

NEXPOWER

 

SOCIALNEX ITALIA 1 S.R.L.

 

Photovoltaic power plant

 

100.00

 

100.00

 

100.00

BE

 

INFOSHINE TECHNOLOGY LIMITED (INFOSHINE)

 

Investment holding

 

100.00

 

100.00

 

100.00

INFOSHINE

 

OAKWOOD ASSOCIATES LIMITED (OAKWOOD)

 

Investment holding

 

100.00

 

100.00

 

100.00

OAKWOOD

 

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD. (HEJIAN)

 

Sales and manufacturing of integrated circuits

 

98.14

 

98.14

 

98.14

HEJIAN

 

UNITEDDS SEMICONDUCTOR (SHANDONG) CO., LTD.

 

Integrated circuits design services

 

100.00

 

100.00

 

100.00

UNITED MICROCHIP CORPORATION and HEJIAN

 

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

 

Sales and manufacturing of integrated circuits

 

65.22

 

65.22

 

65.22


 

 

(4)  Other Significant Accounting Policies

 

The same accounting policies of consolidation have been applied in the Company’s consolidated financial statements as those applied in the Company’s consolidated financial statements for the three-month period ended March 31, 2019 and the year ended December 31, 2018.  For the summary of significant accounting policies, please refer to Note 4 of the Company’s consolidated financial statements for the three-month period ended March 31, 2019 and for the year ended December 31, 2018.

 

5.    SIGNIFICANT ACCOUNTING JUDGMENTS, ESTIMATES AND ASSUMPTIONS

 

The same significant accounting judgments, estimates and assumptions have been applied in the Company’s consolidated financial statements for the nine-month period ended September 30, 2019 as those applied in the Company’s consolidated financial statements for the year ended December 31, 2018.  For significant accounting judgments, estimates and assumptions, please refer to Note 5 of the Company’s consolidated financial statements for the year ended December 31, 2018.


 

 

6.    CONTENTS OF SIGNIFICANT ACCOUNTS

 

(1)  Cash and Cash Equivalents

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Cash on hand and petty cash

 

$6,077

 

$6,091

 

$6,566

Checking and savings accounts

 

22,569,474

 

25,021,265

 

34,403,374

Time deposits

 

56,559,325

 

49,139,549

 

38,327,692

Repurchase agreements collateralized by government bonds and corporate  notes

 

7,619,847

 

9,494,834

 

8,782,526

Total

 

$86,754,723

 

$83,661,739

 

$81,520,158

 

The Company anticipates to invest JPY 54.4 billion for acquiring remaining shares of MIE FUJITSU SEMICONDUCTOR LIMITED (MIFS), and the bank deposits for this acquisition are accounted for as other current assets due to restricted use.

 

(2)  Financial Assets at Fair Value through Profit or Loss

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Financial assets mandatorily measured at fair value through profit or loss

 

 

 

 

 

 

Common stocks

 

$7,644,515

 

$6,814,915

 

$7,497,522

Preferred stocks

 

3,124,450

 

2,998,228

 

3,388,420

Funds

 

2,132,078

 

2,030,688

 

1,795,919

Convertible Bonds

 

118,129

 

236,905

 

223,768

Forward contracts

 

-

 

3,561

 

25,376

Option

 

-

 

-

 

-

Total

 

$13,019,172

 

$12,084,297

 

$12,931,005

 

 

 

 

 

 

 

Current

 

$633,940

 

$528,450

 

$422,326

Noncurrent

 

12,385,232

 

11,555,847

 

12,508,679

Total

 

$13,019,172

 

$12,084,297

 

$12,931,005

 

The Company has a call option of a joint venture agreement between FUJITSU SEMICONDUCTOR LIMITED (FSL) and UMC, which is measured at fair value and the change of the fair value is recoded in profit or loss.  On June 29, 2018, the Board of Directors of UMC resolved to exercise the call option, and completed the acquisition on October 1, 2019.  Please refer to Note 11.


 

 

(3)  Accounts Receivable, Net

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Accounts receivable

 

$23,799,310

 

$23,784,141

 

$25,303,369

Less: loss allowance

 

(604,844)

 

(48,152)

 

(34,518)

Net

 

$23,194,466

 

$23,735,989

 

$25,268,851

 

Aging analysis of accounts receivable, net:

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Neither past due nor impaired

 

$19,101,555

 

$18,271,304

 

$20,600,635

Past due but not impaired:

 

 

 

 

 

 

≤ 30 days

 

2,829,566

 

3,407,690

 

3,605,016

31 to 60 days

 

468,482

 

739,054

 

521,452

61 to 90 days

 

17,162

 

545,366

 

214,107

91 to 120 days

 

67,601

 

365,007

 

121,933

≥ 121 days

 

710,100

 

407,568

 

205,708

Subtotal

 

4,092,911

 

5,464,685

 

4,668,216

Total

 

$23,194,466

 

$23,735,989

 

$25,268,851

 

Movement of loss allowance for accounts receivable:

 

 

 

For the nine-month periods

ended September 30,

 

 

2019

 

2018

Beginning balance

 

$48,152

 

$39,578

Net charge for the period

 

556,692

 

(5,060)

Ending balance

 

$604,844

 

$34,518

 

The collection periods for third party domestic sales and third party overseas sales were month-end 30~60 days and net 30~60 days, respectively.


 

 

An impairment analysis is performed at each reporting date to measure expected credit losses (ECLs) of accounts receivable.  For receivable past due within 60 days, including not past due, the Company estimates a provision rate to calculate ECLs.  A provision rate is determined based on the Company’s historical credit loss experience and customers’ current financial condition, adjusted for forward-looking factors, such as customers’ economic environment.  For the receivable past due over 60 days, the Company applies the aforementioned provision rate and also individually assesses whether to recognize additional expected credit losses by considering customer’s operating situation and debt-paying ability.

 

(4)  Inventories, Net

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Raw materials

 

$4,676,822

 

$3,766,056

 

$3,403,274

Supplies and spare parts

 

3,428,477

 

3,133,737

 

3,244,081

Work in process

 

10,718,020

 

10,034,488

 

9,628,330

Finished goods

 

1,166,430

 

1,268,838

 

1,312,871

Total

 

$19,989,749

 

$18,203,119

 

$17,588,556

 

a.   For the three-month periods ended September 30, 2019 and 2018, the Company recognized NT$30,287 million and NT$31,386 million, respectively, in operating cost, of which NT$162 million and NT$245 million were related to write-down of inventories.  For the nine-month periods ended September 30, 2019 and 2018, the Company recognized NT$89,185 million and NT$94,100 million, respectively, in operating cost, of which NT$245 million and NT$800 million were related to write-down of inventories.

 

b.  None of the aforementioned inventories were pledged.

 

(5)  Financial Assets at Fair Value through Other Comprehensive Income, Non-Current

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Equity instruments

 

 

 

 

 

 

Common stocks

 

$16,053,143

 

$11,401,451

 

$11,490,995

Preferred stocks

 

174,250

 

184,026

 

231,995

Total

 

$16,227,393

 

$11,585,477

 

$11,722,990


 

 

(1)    These investments in equity instruments are held for medium to long-term purposes and therefore are accounted for as fair value through other comprehensive income.

 

(2)    Amounts recognized in profit or loss and other comprehensive income in relation to the financial assets at fair value through other comprehensive income are listed below:

 

 

 

For the three-month periods

ended September 30,

 

 

2019

 

2018

Dividend income recognized in profit or loss

 

 

 

 

Held at end of period

 

$365,052

 

$268,406

Derecognized during the period

 

-

 

-

Total

 

$365,052

 

$268,406

         

 

 

 

For the nine-month periods

ended September 30,

 

 

2019

 

2018

Dividend income recognized in profit or loss

 

 

 

 

Held at end of period

 

$365,052

 

$268,406

Derecognized during the period

 

-

 

-

Total

 

$365,052

 

$268,406

         

 

 

 

For the nine-month periods

ended September 30,

 

 

2019

 

2018

Equity instruments at fair value through other comprehensive income sale information

 

 

 

 

Fair value on the date of sale

 

$44,466

 

$-

Cumulative gains (losses) reclassified to retained earnings due to derecognition

 

$(176,898)

 

$-

 

(6)  Investments Accounted For Under the Equity Method

 

a.   Details of investments accounted for under the equity method are as follows:

 

 

 

 

 

 

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Investee companies

 

Amount

 

Percentage of ownership or voting rights

 

Amount

 

Percentage of ownership or voting rights

 

Amount

 

Percentage of ownership or voting rights

Listed companies

 

 

 

 

 

 

 

 

 

 

 

 

CLIENTRON CORP.

 

$268,224

 

22.39

 

$249,762

 

22.39

 

$245,969

 

22.39

FARADAY TECHNOLOGY CORP. (FARADAY) (Note A)

 

1,453,030

 

13.78

 

1,477,167

 

13.78

 

1,514,149

 

13.78

Unlisted companies

 

 

 

 

 

 

 

 

 

 

 

 

MTIC HOLDINGS PTE. LTD.

 

$2,122

 

45.44

 

$3,026

 

45.44

 

$69,173

 

45.44

WINAICO IMMOBILIEN GMBH (Note B)

 

-

 

44.78

 

-

 

44.78

 

-

 

44.78

PURIUMFIL INC.

 

8,923

 

44.45

 

-

 

-

 

-

 

-

UNITECH CAPITAL INC.

 

604,957

 

42.00

 

568,005

 

42.00

 

651,276

 

42.00

TRIKNIGHT CAPITAL CORPORATION

 

1,543,533

 

40.00

 

1,520,575

 

40.00

 

1,562,617

 

40.00

HSUN CHIEH INVESTMENT CO., LTD.

 

3,809,622

 

36.49

 

3,419,430

 

36.49

 

4,447,493

 

36.49

YANN YUAN INVESTMENT CO., LTD.

 

3,562,799

 

30.87

 

2,642,543

 

30.87

 

2,967,495

 

30.87

HSUN CHIEH CAPITAL CORP.

 

142,593

 

30.00

 

161,319

 

30.00

 

173,367

 

30.00

VSENSE CO., LTD.

 

26,131

 

26.89

 

31,544

 

26.89

 

72,987

 

28.63

UNITED LED CORPORATION HONG KONG LIMITED

 

133,151

 

25.14

 

167,953

 

25.14

 

177,562

 

25.14

TRANSLINK CAPITAL PARTNERS I, L.P. (Note C)

 

170,279

 

10.38

 

120,440

 

10.38

 

110,470

 

10.38

WINAICO SOLAR PROJEKT 1 GMBH (Note B)

 

-

 

-

 

-

 

50.00

 

-

 

50.00

YUNG LI INVESTMENTS, INC.

 

-

 

-

 

2,213

 

45.16

 

36,385

 

45.16

Total

 

$11,725,364

 

 

 

$10,363,977

 

 

 

$12,028,943

 

 


 

 

Note A: Beginning from June 2015, the Company accounts for its investment in FARADAY as an associate given the fact that the Company obtained the ability to exercise significant influence over FARADAY through representation on its Board of Directors.

 

Note B: WINAICO SOLAR PROJEKT 1 GMBH and WINAICO IMMOBILIEN GMBH are joint ventures to the Company.

 

Note C: The Company follows international accounting practices in equity accounting for limited partnerships and uses the equity method to account for these investees.

 

The carrying amount of investments accounted for using the equity method for which there are published price quotations amounted to NT$1,721 million, NT$1,727 million and NT$1,760 million, as of September 30, 2019, December 31, 2018 and September 30, 2018, respectively.  The fair value of these investments were NT$2,207 million, NT$1,621 million and NT$2,009 million, as of September 30, 2019, December 31, 2018 and September 30, 2018, respectively.

 

Certain investments accounted for under the equity method were reviewed by other independent accountants.  Shares of profit or loss of these associates and joint ventures amounted to NT$77 million, NT$17 million, NT$560 million and NT$364 million for the three-month and nine-month periods ended September 30, 2019 and 2018, respectively.  Share of other comprehensive income (loss) of these associates and joint ventures amounted to NT$326 million, NT$(54) million, NT$869 million and NT$84 million for the three-month and nine-month periods ended September 30, 2019 and 2018, respectively.  The balances of investments accounted for under the equity method were NT$9,789 million, NT$8,714 million and NT$9,875 million as of September 30, 2019, December 31, 2018 and September 30, 2018, respectively.

 

None of the aforementioned associates and joint ventures were pledged.


 

 

b.  Financial information of associates and joint ventures:

 

There is no individually significant associate or joint venture for the Company.  When an associate or a joint venture is a foreign operation, and the functional currency of the foreign entity is different from the Company, an exchange difference arising from translation of the foreign entity will be recognized in other comprehensive income (loss).  Such exchange differences recognized in other comprehensive income (loss) in the financial statements for the three-month and nine-month periods ended September 30, 2019 and 2018 were NT$2 million, NT$1 million, NT$34 million and NT$8 million, respectively, which were not included in the following table.

 

i.  The aggregate amount of the Company’s share of its associates that are accounted for using the equity method was as follows:

 

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Income (loss) from continuing operations

 

$108,905

 

$193,182

Other comprehensive income (loss)

 

324,412

 

(224,949)

Total comprehensive income (loss)

 

$433,317

 

$(31,767)

 

 

 

For the nine-month periods

ended September 30,

 

 

2019

 

2018

Income (loss) from continuing operations

 

$505,913

 

$480,333

Other comprehensive income (loss)

 

875,054

 

(93,802)

Total comprehensive income (loss)

 

$1,380,967

 

$386,531

 

ii. The aggregate amount of the Company’s share of its joint ventures that are accounted for using the equity method were both nil for the three-month and nine-month periods ended September 30, 2019 and 2018.

 

c.   One of UMC’s associates, HSUN CHIEH INVESTMENT CO., LTD., held 441 million shares of UMC’s stock as of September 30, 2019, December 31, 2018 and September 30, 2018.  Another associate, YANN YUAN INVESTMENT CO., LTD., held 200 million shares, 172 million shares and 172 million shares of UMC’s stock as of September 30, 2019, December 31, 2018 and September 30, 2018.


 

 

(7)  Property, Plant and Equipment

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Land

 

$1,314,402

 

$1,314,402

 

$1,314,402

Buildings

 

18,584,337

 

19,841,058

 

20,196,577

Machinery and equipment

 

120,207,885

 

139,213,317

 

147,087,224

Transportation equipment

 

19,834

 

20,921

 

16,973

Furniture and fixtures

 

1,719,028

 

1,908,214

 

1,931,123

Leasehold improvement

 

11,948

 

3,869

 

4,618

Construction in progress and equipment awaiting inspection

 

7,088,899

 

10,544,814

 

7,165,517

Net

 

$148,946,333

 

$172,846,595

 

$177,716,434

 

Cost:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Land

 

Buildings

 

Machinery

and equipment

 

Transportation equipment

 

Furniture

and fixtures

 

Leasehold improvement

 

Construction in progress and equipment awaiting inspection

 

Total

As of January 1, 2019

 

$1,314,402

 

$38,306,302

 

$853,688,505

 

$66,355

 

$8,056,901

 

$53,449

 

$10,550,763

 

$912,036,677

Additions

 

-

 

-

 

-

 

-

 

-

 

-

 

11,547,114

 

11,547,114

Disposals

 

-

 

(1,043)

 

(1,417,819)

 

(3,576)

 

(15,917)

 

(1,128)

 

(21,717)

 

(1,461,200)

Transfers and reclassifications

 

-

 

88,067

 

15,241,806

 

3,557

 

239,297

 

9,647

 

(14,976,976)

 

605,398

Exchange effect

 

-

 

(190,406)

 

(1,070,114)

 

(163)

 

(20,971)

 

214

 

(4,336)

 

(1,285,776)

As of September 30, 2019

 

$1,314,402

 

$38,202,920

 

$866,442,378

 

$66,173

 

$8,259,310

 

$62,182

 

$7,094,848

 

$921,442,213

                                 

 

 

 

Land

 

Buildings

 

Machinery

and equipment

 

Transportation equipment

 

Furniture

and fixtures

 

Leasehold improvement

 

Construction in progress and equipment awaiting inspection

 

Total

As of January 1, 2018

 

$1,314,402

 

$38,073,660

 

$826,268,919

 

$75,782

 

$7,675,798

 

$52,557

 

$20,761,439

 

$894,222,557

Additions

 

-

 

-

 

-

 

-

 

-

 

-

 

11,667,816

 

11,667,816

Disposals

 

-

 

(51,504)

 

(1,854,826)

 

(11,090)

 

(32,704)

 

-

 

-

 

(1,950,124)

Transfers and reclassifications

 

-

 

408,898

 

24,550,183

 

3,221

 

326,499

 

2,050

 

(25,263,730)

 

27,121

Exchange effect

 

-

 

(161,749)

 

946,443

 

(145)

 

(16,341)

 

736

 

5,941

 

774,885

As of September 30, 2018

 

$1,314,402

 

$38,269,305

 

$849,910,719

 

$67,768

 

$7,953,252

 

$55,343

 

$7,171,466

 

$904,742,255

                                 

 

 

Accumulated Depreciation and Impairment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Land

 

Buildings

 

Machinery

and equipment

 

Transportation equipment

 

Furniture

and fixtures

 

Leasehold improvement

 

Construction in progress and equipment awaiting inspection

 

Total

As of January 1, 2019

 

$-

 

$18,465,244

 

$714,475,188

 

$45,434

 

$6,148,687

 

$49,580

 

$5,949

 

$739,190,082

Depreciation

 

-

 

1,179,939

 

33,095,101

 

4,572

 

415,472

 

1,561

 

-

 

34,696,645

Impairment loss

 

-

 

-

 

85,202

 

-

 

-

 

-

 

-

 

85,202

Disposals

 

-

 

(740)

 

(1,416,170)

 

(3,576)

 

(15,710)

 

(1,128)

 

-

 

(1,437,324)

Transfers and reclassifications

 

-

 

-

 

(131,896)

 

-

 

(418)

 

-

 

-

 

(132,314)

Exchange effect

 

-

 

(25,860)

 

127,068

 

(91)

 

(7,749)

 

221

 

-

 

93,589

As of September 30, 2019

 

$-

 

$19,618,583

 

$746,234,493

 

$46,339

 

$6,540,282

 

$50,234

 

$5,949

 

$772,495,880

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Land

 

Buildings

 

Machinery

and equipment

 

Transportation equipment

 

Furniture

and fixtures

 

Leasehold improvement

 

Construction in progress and equipment awaiting inspection

 

Total

As of January 1, 2018

 

$-

 

$16,960,853

 

$665,771,857

 

$57,031

 

$5,636,982

 

$48,204

 

$5,949

 

$688,480,876

Depreciation

 

-

 

1,150,336

 

36,501,464

 

4,621

 

398,201

 

1,734

 

-

 

38,056,356

Disposals

 

-

 

(50,164)

 

(1,815,637)

 

(11,011)

 

(18,049)

 

-

 

-

 

(1,894,861)

Transfers and reclassifications

 

-

 

299

 

(3,187)

 

-

 

2,888

 

-

 

-

 

-

Exchange effect

 

-

 

11,404

 

2,368,998

 

154

 

2,107

 

787

 

-

 

2,383,450

As of September 30 , 2018

 

$-

 

$18,072,728

 

$702,823,495

 

$50,795

 

$6,022,129

 

$50,725

 

$5,949

 

$727,025,821

 

In the second quarter of 2019, the Company expected to dispose of SOCIALNEX ITALIA 1 S.R.L (SOCIALNEX), a subsidiary.  As such, the Company performed an impairment test on the cash-generating unit (CGU) composed of property, plant and equipment before reclassifying the CGU as a single disposal group held for sale. The Company, determined the recoverable amount of the CGU based on the net selling price which was categorized to Level 3 and the impairment test revealed the recoverable amount of the CGU to be less than its carrying amount. Thus, the Company recorded in the other operating income and expenses an impairment loss of NT$85 million for the nine-month period ended September 30, 2019, on the CGU to be disposed of from the new business segment.

 

Please refer to Note 8 for property, plant and equipment pledged as collateral.


 

 

(8)  Leases

 

The Company leases various properties, such as land (including land use right), buildings, machinery and equipment, transportation equipment and other equipment with lease terms of 1 to 30 years, except for the land use rights with lease term of 50 years.  Most lease contracts of land located in R.O.C state that lease payments will be adjusted based on the announced land value.  The Company does not have purchase options of leased land at the end of the lease terms.

 

a.   Right-of-use assets

 

 

 

As of

September 30,

2019

Land

 

$5,832,299

Buildings

 

434,357

Machinery and equipment

 

1,785,529

Transportation equipment

 

8,477

Other equipment

 

13,375

Net

 

$8,074,037

 

Note                      The Company adopted IFRS 16 on January 1, 2019.  The Company elected not to restate prior periods in accordance with the transition provision in IFRS 16.

 

Depreciation

 

 

For the three-month period ended September 30,

 

For the nine-month period ended September 30,

 

 

2019

 

2019

Land

 

$90,533

 

$277,268

Buildings

 

22,797

 

57,562

Machinery and equipment

 

40,558

 

123,074

Transportation equipment

 

1,388

 

4,178

Other equipment

 

1,011

 

2,965

Total

 

$156,287

 

$465,047

 

i.    For the nine-month period ended September 30, 2019, the Company’s addition to right-of-use assets amounted to NT$260 million.

 

ii.  Please refer to Note 8 for right-of-use assets pledged as collateral.


 

 

b.   Lease Liabilities

 

 

 

As of

September 30,

2019

Current

 

$467,610

Noncurrent

 

5,258,281

Total

 

$5,725,891

 

Note                      The Company adopted IFRS 16 on January 1, 2019.  The Company elected not to restate prior periods in accordance with the transition provision in IFRS 16.

 

Please refer to Note 6(22) for the interest expenses on the lease liabilities.

 

(9)  Intangible Assets

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Goodwill

 

$15,012

 

$15,012

 

$15,188

Software

 

1,523,173

 

524,155

 

575,457

Patents and technology license fees

 

1,420,075

 

1,668,218

 

1,715,143

Others

 

684,643

 

784,419

 

900,863

Net

 

$3,642,903

 

$2,991,804

 

$3,206,651

 

Cost:

 

 

 

Goodwill

 

Software

 

Patents and technology license fees

 

Others

 

Total

As of January 1, 2019

 

$15,012

 

$1,125,804

 

$4,511,629

 

$3,190,116

 

$8,842,561

Additions

 

-

 

1,378,215

 

293,654

 

524,351

 

2,196,220

Disposals

 

-

 

(205,958)

 

(953,128)

 

(355,232)

 

(1,514,318)

 

Reclassifications

 

-

 

54,212

 

-

 

(97)

 

54,115

 

Exchange effect

 

-

 

(14,874)

 

(261,634)

 

(0)

 

(276,508)

 

As of September 30, 2019

 

$15,012

 

$2,337,399

 

$3,590,521

 

$3,359,138

 

$9,302,070

 

 

 

 

Goodwill

 

Software

 

Patents and technology license fees

 

Others

 

Total

As of January 1, 2018

 

$15,188

 

$1,080,726

 

$4,687,751

 

$3,565,705

 

$9,349,370

Additions

 

-

 

-

 

214,278

 

480,273

 

694,551

Disposals

 

-

 

(343,613)

 

-

 

(918,923)

 

(1,262,536)

Reclassifications

 

-

 

419,769

 

-

 

-

 

419,769

Exchange effect

 

-

 

(9,733)

 

(303,584)

 

(0)

 

(313,317)

As of September 30, 2018

 

$15,188

 

$1,147,149

 

$4,598,445

 

$3,127,055

 

$8,887,837


 

 

Accumulated Amortization and Impairment:

 

 

 

Goodwill

 

Software

 

Patents and technology license fees

 

Others

 

Total

As of January 1, 2019

 

$-

 

$601,649

 

$2,843,411

 

$2,405,697

 

$5,850,757

Amortization

 

-

 

428,514

 

359,303

 

624,127

 

1,411,944

Disposals

 

-

 

(205,958)

 

(953,128)

 

(355,232)

 

(1,514,318)

Reclassifications

 

-

 

418

 

-

 

(97)

 

321

Exchange effect

 

-

 

(10,397)

 

(79,140)

 

(0)

 

(89,537)

As of September 30, 2019

 

$-

 

$814,226

 

$2,170,446

 

$2,674,495

 

$5,659,167

 

 

 

Goodwill

 

Software

 

Patents and technology license fees

 

Others

 

Total

As of January 1, 2018

 

$-

 

$670,014

 

$2,585,190

 

$2,306,657

 

$5,561,861

Amortization

 

-

 

250,399

 

346,701

 

838,459

 

1,435,559

Disposals

 

-

 

(343,613)

 

-

 

(918,924)

 

(1,262,537)

Exchange effect

 

-

 

(5,108)

 

(48,589)

 

0

 

(53,697)

As of September 30, 2018

 

$-

 

$571,692

 

$2,883,302

 

$2,226,192

 

$5,681,186

 

The amortization amounts of intangible assets are as follows:

 

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Operating costs

 

$166,246

 

$210,514

Operating expenses

 

$342,799

 

$248,116

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Operating costs

 

$554,773

 

$556,393

Operating expenses

 

$857,171

 

$879,166


 

 

(10) Short-Term Loans

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Unsecured bank loans

 

$7,916,303

 

$7,780,552

 

$7,635,132

Unsecured other loans

 

8,566,653

 

5,323,256

 

7,452,672

Total

 

$16,482,956

 

$13,103,808

 

$14,817,804

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Interest rates applied

 

0.00%~4.55%

 

0.00%~4.35%

 

The Company’s unused short-term lines of credit amounted to NT$66,682 million, NT$77,658 million and NT$72,681 million as of September 30, 2019, December 31, 2018 and September 30, 2018, respectively.

 

(11) Hedging Financial Liabilities, Current

 

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Cash flow hedges-Forward exchange contracts

 

$-

 

$-

 

$64,315

 

The Company designates certain forward exchange contracts to partially hedge foreign currency exchange rate risks associated with a certain highly probable forecast transaction, the purchase of remaining outstanding shares of MIFS in JPY.  The Company discontinued hedge accounting when the hedging instrument expired prior to December 31, 2018.

 

As of September 30, 2019 and December 31, 2018: None.

 

The following tables summarize the information relating to the hedges for foreign currency exchange risk as of September 30, 2018.

Hedging Instruments

 

Contract Amount

 

Maturity

 

Change in fair value used for measuring ineffectiveness for the period

 

 

 

Forward exchange contracts

 

Buy JPY 10,000 million

 

2018.09.05~2018.12.13

 

$64,315

 

Hedged Items

 

Change in fair value used for measuring ineffectiveness

 

Cash flow hedge reserve

 

 

Cash flow hedges - forecast transactions

 

$(64,315)

 

$(64,315)


 

 

(12) Bonds Payable

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Unsecured domestic bonds payable

 

$21,200,000

 

$23,700,000

 

$23,700,000

Unsecured convertible bonds payable

 

18,196,332

 

18,196,332

 

18,196,332

Less: Discounts on bonds payable

 

(243,604)

 

(518,150)

 

(608,954)

Total

 

39,152,728

 

41,378,182

 

41,287,378

Less: Current portion

 

(20,465,835)

 

(2,499,235)

 

(2,498,775)

Net

 

$18,686,893

 

$38,878,947

 

$38,788,603

 

a.   UMC issued domestic unsecured corporate bonds.  The terms and conditions of the bonds were as follows:

 

 

 

 

 

 

 

 

 

Term

 

Issuance date

 

Issued amount

 

Coupon rate

 

Repayment

Seven-year

 

In early June 2012

 

NT$2,500 million

 

1.63%

 

Interest was paid annually and the principal was fully repaid in June 2019.

Five-year

 

In mid-March 2013

 

NT$7,500 million

 

1.35%

 

Interest was paid annually and the principal was fully repaid in March 2018.

Seven-year

 

In mid-March 2013

 

NT$2,500 million

 

1.50%

 

Interest will be paid annually and the principal will be repayable in March 2020 upon maturity.

Seven-year

 

In mid-June 2014

 

NT$2,000 million

 

1.70%

 

Interest will be paid annually and the principal will be repayable in June 2021 upon maturity.

Ten-year

 

In mid-June 2014

 

NT$3,000 million

 

1.95%

 

Interest will be paid annually and the principal will be repayable in June 2024 upon maturity.

Five-year

 

In late March 2017

 

NT$6,200 million

 

1.15%

 

Interest will be paid annually and the principal will be repayable in March 2022 upon maturity.

Seven-year

 

In late March 2017

 

NT$2,100 million

 

1.43%

 

Interest will be paid annually and the principal will be repayable in March 2024 upon maturity.

Five-year

 

In early October 2017

 

NT$2,000 million

 

0.94%

 

Interest will be paid annually and the principal will be repayable in October 2022 upon maturity.

Seven-year

 

In early October 2017

 

NT$3,400 million

 

1.13%

 

Interest will be paid annually and the principal will be repayable in October 2024 upon maturity.


 

 

b.  On May 18, 2015, UMC issued SGX-ST listed currency linked zero coupon convertible bonds.  The terms and conditions of the bonds were as follows:

 

i.  Issue Amount: US$600 million

 

ii. Period: May 18, 2015 ~ May 18, 2020 (Maturity date)

 

iii.    Redemption:

(i)   UMC may redeem the bonds, in whole or in part, after 3 years of the issuance and prior to the maturity date, at the principal amount of the bonds with an interest calculated at the rate of -0.25% per annum (the Early Redemption Amount) if the closing price of the ordinary shares of UMC on the TWSE, for a period of 20 out of 30 consecutive trading days, the last of which occurs not more than 5 days prior to the date upon which notice of such redemption is published, is at least 125% of the conversion price.  The Early Redemption Price will be converted into NTD based on the Fixed Exchange Rate (NTD 30.708=USD 1.00), and this fixed NTD amount will be converted using the prevailing rate at the time of redemption for payment in USD.

(ii)  UMC may redeem the bonds, in whole, but not in part, at the Early Redemption Amount if at least 90% in principal amount of the bonds has already been converted, redeemed or repurchased and cancelled.

(iii) UMC may redeem all, but not part, of the bonds, at the Early Redemption Amount at any time, in the event of certain changes in the R.O.C.’s tax rules which would require UMC to gross up for payments of principal, or to gross up for payments of interest or premium.

(iv) All or any portion of the bonds will be redeemable at Early Redemption Amount at the option of bondholders on May 18, 2018 at 99.25% of the principal amount.

(v)  Bondholders have the right to require UMC to redeem all of the bonds at the Early Redemption Amount if UMC’s ordinary shares cease to be listed on the Taiwan Stock Exchange.

(vi) In the event that a change of control as defined in the indenture of the bonds occurs to UMC, the bondholders shall have the right to require UMC to redeem the bonds, in whole but not in part, at the Early Redemption Amount.

 

iv. Terms of Conversion:

(i)   Underlying Securities: Ordinary shares of UMC

(ii)  Conversion Period: The bonds are convertible at any time on or after June 28, 2015 and prior to May 8, 2020, into UMC ordinary shares; provided, however, that if the exercise date falls within 5 business days from the beginning of, and during, any closed period, the right of the converting holder of the bonds to vote with respect to the shares it receives will be subject to certain restrictions.

(iii) Conversion Price and Adjustment: The conversion price was originally NT$17.50 per share.  The conversion price will be subject to adjustments upon the occurrence of certain events set out in the indenture.  The conversion price was NT$14.2179 per share on September 30, 2019.


 

 

v.  Redemption on the Maturity Date: On the maturity date, UMC will redeem the bonds at 98.76% of the principal amount unless, prior to such date:

(i)   UMC shall have redeemed the bonds at the option of UMC, or the bonds shall have been redeemed at option of the bondholder;

(ii)  The bondholders shall have exercised the conversion right before maturity; or

(iii) The bonds shall have been redeemed or repurchased by UMC and cancelled.

 

In accordance with IAS 32, the value of the conversion right of the convertible bonds was determined at issuance and recognized in additional paid-in capital-stock options amounting to NT$1,894 million, after reduction of issuance costs amounting to NT$9 million.  The effective interest rate on the liability component of the convertible bonds was determined to be 2.03%.

 

(13) Long-Term Loans

 

a.   Details of long-term loans as of September 30, 2019, December 31, 2018 and September 30, 2018 are as follows:

 

 

 

 

 

 

 

As of

 

 

Lenders

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

 

Redemption

Secured Long-Term Loan from Mega International Commercial Bank (1)

 

$-

 

$-

 

$1,000

 

Effective November 21, 2013 to November 21, 2018.  Interest-only payment for the first year.  Principal is repaid in 17 quarterly payments with monthly interest payments.

Secured Long-Term Loan from Mega International Commercial Bank (2)

 

4,373

 

6,013

 

6,560

 

Effective July 3, 2017 to July 5, 2021.  Interest-only payment for the first year.  Principal is repaid in 17 quarterly payments with monthly interest payments.

Secured Long-Term Loan from Taiwan Cooperative Bank (1)

 

-

 

-

 

6,851

 

Effective February 13, 2015 to February 13, 2020.  Interest-only payment for the first year.  Principal is repaid in 17 quarterly payments with monthly interest payments.

Secured Long-Term Loan from Taiwan Cooperative Bank (2)

 

-

 

-

 

9,368

 

Effective April 28, 2015 to April 28, 2020.  Interest-only payment for the first year. Principal is repaid in 17 quarterly payments with monthly interest payments.

Secured Long-Term Loan from Taiwan Cooperative Bank (3)

 

1,718

 

3,006

 

3,435

 

Effective August 10, 2015 to August 10, 2020.  Interest-only payment for the first year.  Principal is repaid in 17 quarterly payments with monthly interest payments.

Secured Long-Term Loan from Taiwan Cooperative Bank (4)

 

$74,324

 

$83,243

 

$86,216

 

Effective October 19, 2015 to October 19, 2025.  Interest-only payment for the first year.  Principal is repaid in 37 quarterly payments with monthly interest payments.

Secured Long-Term Loan from Taiwan Cooperative Bank (5)

 

-

 

-

 

1,033

 

Effective October 28, 2015 to April 28, 2020.  Interest-only payment for the first half year.  Principal is repaid in 17 quarterly payments with monthly interest payments.

Secured Long-Term Loan from Taiwan Cooperative Bank (6)

 

-

 

-

 

3,123

 

Effective November 20, 2015 to November 20, 2020.  Interest-only payment for the first year.  Principal is repaid in 17 quarterly payments with monthly interest payments.

Secured Long-Term Loan from Taiwan Cooperative Bank (7)

 

32,813

 

-

 

-

 

Repayable monthly from May 31, 2019 to May 31, 2023 with monthly interest payments.

Secured Syndicated Loans from China Development Bank and 6 others

 

28,189,159

 

28,987,895

 

30,341,081

 

Effective October 20, 2016 to October 20, 2024.  Interest-only payment for the first and the second year.  Principal is repaid in 13 semi-annual payments with semi-annual interest payments.

Secured Long-Term Loan from KGI Bank

 

-

 

-

 

58,500

 

Effective June 28, 2018 to February 23, 2023.  Interest-only payment for the first year.  Principal is repaid in 9 semi-annual payments with monthly interest payments.

Unsecured Long-Term Loan from Mega International Commercial Bank

 

-

 

-

 

118,589

 

Repayable quarterly from October 4, 2015 to October 4, 2018 with monthly interest payments.

Unsecured Syndicated Loans from Bank of Taiwan and 7 others

 

-

 

747,900

 

747,900

 

Repayable semi-annually from February 6, 2017 to February 6, 2020 with monthly interest payments.

Unsecured Long-Term Loan from Bank of Taiwan

 

-

 

1,000,000

 

300,000

 

Repayable quarterly from March 23, 2019 to December 23, 2021 with monthly interest payments.

Unsecured Long-Term Loan from CTBC Bank

 

$747,900

 

$-

 

$-

 

Effective January 10, 2019 to September 30, 2021.  Interest-only payment for the first and nine months.  Principal is repaid in full at the end of the term with monthly interest payments.

Unsecured Long-Term Loan from ICBC Bank

 

1,759,831

 

-

 

-

 

Repayable semi-annually from March 10, 2020 to September 9, 2021 with quarterly interest payments.

Unsecured Revolving Loan from Mega International Commercial Bank (Note A)

 

2,000,000

 

-

 

-

 

Repayable semi-annually from October 16, 2020 to April 16, 2022 with monthly interest payments.

Unsecured Revolving Loan from Chang Hwa Commercial Bank (Note B)

 

2,400,000

 

-

 

-

 

Repayable quarterly from January 26, 2021 to October 26, 2022 with monthly interest payments.

Unsecured Revolving Loan from CTBC Bank (Note C)

 

2,436,000

 

-

 

-

 

Settlement due on January 25, 2021 with monthly interest payments.

Unsecured Revolving Loan from HSBC (Taiwan) Bank (Note D)

 

2,030,000

 

-

 

-

 

Settlement due on September 26, 2021 with monthly interest payments.

Subtotal

 

39,676,118

 

30,828,057

 

31,683,656

 

 

Less: Administrative expenses from syndicated loans

 

-

 

(1,842)

 

(2,266)

 

 

Less: Current portion

 

(3,133,617)

 

(2,622,161)

 

(3,011,005)

 

 

Total

 

$36,542,501

 

$28,204,054

 

$28,670,385

 

 


 

 

 

 

For the nine-month periods

ended September 30,

 

 

2019

 

2018

Interest rates applied

 

0.55%~5.56%

 

0.99%~5.20%

 

Note A: UMC entered into a 5-year loan agreement with Mega International Commercial Bank, effective from October 17, 2016.  The agreement offered UMC a revolving line of credit of NT$3 billion.  This line of credit will be reduced starting from the end of the two years and six months after the first use and every six months thereafter, with a total of six adjustments.  The expiration date of the agreement is April 16, 2022.  As of September 30, 2019, December 31, 2018 and September 30, 2018, the unused line of credit were NT$1 billion, NT$3 billion and NT$3 billion, respectively.


 

 

Note B: UMC entered into a 5-year loan agreement with Chang Hwa Commercial Bank, effective from November 2, 2016.  The agreement offered UMC a revolving line of credit of NT$3 billion.  This line of credit will be reduced starting from the end of the third year after the first use and every three months thereafter, with a total of nine adjustments.  The expiration date of the agreement is October 27, 2022.  As of September 30, 2019, December 31, 2018 and September 30, 2018, the unused line of credit were NT$0.6 billion, NT$3 billion and NT$3 billion, respectively.

 

Note C: UMC entered into a 5-year loan agreement with CTBC Bank, effective from January 25, 2016.  The agreement offered UMC a revolving line of credit of NT$2.5 billion starting from the first use of the loan to the expiration date of the agreement, January 25, 2021.  As of September 30, 2019, December 31, 2018 and September 30, 2018, the unused line of credit were NT$64 million, NT$2.5 billion and NT$2.5 billion, respectively.

 

Note D: UMC entered into a 2-year loan agreement with HSBC(Taiwan) Bank, effective from July 29, 2019.  The agreement offered UMC a revolving line of credit of USD 70 million starting from the first use of the loan to the expiration date of the agreement, September 26, 2021.  As of September 30, 2019, the unused line of credit was USD 4.7 million.

 

b.  Please refer to Note 8 for property, plant and equipment pledged as collateral for long- term loans.

 

(14) Post-Employment Benefits

 

a. Defined contribution plan

 

The employee pension plan under the Labor Pension Act of the R.O.C. (the Act) is a defined contribution plan.  Pursuant to the plan, UMC and its domestic subsidiaries make monthly contributions of 6% based on each individual employee’s salary or wage to employees’ pension accounts.  Pension benefits for employees of the Singapore branch and subsidiaries overseas are provided in accordance with the local regulations.  Total pension expenses of NT$340 million, NT$341 million, NT$1,014 million and NT$1,006 million are contributed by the Company for the three-month and nine-month periods ended September 30, 2019 and 2018, respectively.


 

 

b. Defined benefit plan

 

The employee pension plan mandated by the Labor Standards Act of the R.O.C. is a defined benefit plan.  The pension benefits are disbursed based on the units of service years and average monthly salary prior to retirement according to the Labor Standards Act.  Two units per year are awarded for the first 15 years of services while one unit per year is awarded after the completion of the 15th year and the total units will not exceed 45 units.  The Company contributes an amount equivalent to 2% of the employees’ total salaries and wages on a monthly basis to the pension fund deposited with the Bank of Taiwan under the name of a pension fund supervisory committee.  The pension fund is managed by the government’s designated authorities and therefore is not included in the Company’s consolidated financial statements.  Pension cost for an interim period is calculated on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior financial year.  For the three-month and nine-month periods ended September 30, 2019 and 2018, total pension expenses of NT$15 million, NT$17 million, NT$44 million and NT$52 million, respectively, were recognized by the Company.

 

(15) Deferred Government Grants

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Beginning balance

 

$17,480,904

 

$14,595,546

 

$14,595,546

Arising during the period

 

639,730

 

7,129,770

 

6,996,355

Recorded in profit or loss:

 

 

 

 

 

 

Other operating income

 

(3,061,189)

 

(3,885,722)

 

(2,894,256)

Exchange effect

 

(359,702)

 

(358,690)

 

(539,940)

Ending balance

 

$14,699,743

 

$17,480,904

 

$18,157,705

 

 

 

 

 

 

 

Current

 

$3,932,691

 

$3,832,124

 

$3,833,287

Noncurrent

 

10,767,052

 

13,648,780

 

14,324,418

Total

 

$14,699,743

 

$17,480,904

 

$18,157,705

 

The significant government grants related to equipment acquisitions received by the Company are amortized as income over the useful lives of related equipment, and recorded in the net other operating income and expenses.


 

 

(16) Refund Liabilities

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Refund liabilities

 

$1,680,427

 

$1,213,476

 

$1,233,259

 

(17) Equity

 

a.  Capital stock:

 

i.  UMC had 26,000 million common shares authorized to be issued as of September 30, 2019, December 31, 2018 and September 30, 2018, of which 11,724 million shares, 12,424 million shares, and 12,424 million shares were issued as of September 30, 2019, December 31, 2018 and September 30, 2018, respectively, each at a par value of NT$10.

 

ii. UMC had 139 million, 143 million and 143 million ADSs, which were traded on the NYSE as of September 30, 2019, December 31, 2018 and September 30, 2018, respectively.  The total number of common shares of UMC represented by all issued ADSs were 695 million shares, 717 million shares and 717 million shares as of September 30, 2019, December 31, 2018 and September 30, 2018, respectively.  One ADS represents five common shares.

 

iii.    On June 28, 2019, UMC cancelled 400 million shares of treasury stock, which were repurchased during the period from May 13 to June 13, 2016 for the purpose of transferring to employees, and repurchased during the period from April 26 to June 13, 2019 for the purpose of maintaining UMC’s credit and its stockholders’ rights and interests.

 

iv. On March 11, 2019, UMC cancelled 300 million shares of treasury stock, which were repurchased during the period from November 7, 2018 to January 4, 2019 for the purpose of maintaining UMC’s credit and its stockholders’ rights and interests.

 

v.  On August 27, 2018, UMC cancelled 200 million shares of treasury stock, which were repurchased during the period from March 12 to May 4, 2018 for the purpose of maintaining UMC’s credit and its stockholders’ rights and interests.


 

 

b. Treasury stock:

 

i.  UMC carried out a treasury stock program and repurchased its shares from the centralized securities exchange market.  The purpose for the repurchase and changes in treasury stock during the nine-month periods ended September 30, 2019 and 2018 were as follows:

 

For the nine-month period ended September 30, 2019

(In thousands of shares)

 

Purpose

 

January 1,

2019

 

Increase

 

Decrease

 

September 30,

2019

For transfer to employees

 

200,000

 

-

 

200,000

 

-

To maintain UMC’s credit and its stockholders rights and interests

 

280,000

 

220,000

 

500,000

 

-

 

 

480,000

 

220,000

 

700,000

 

-

 

For the nine-month period ended September 30, 2018

(In thousands of shares)

 

Purpose

 

January 1,

2018

 

Increase

 

Decrease

 

September 30,

2018

For transfer to employees

 

400,000

 

-

 

200,000

 

200,000

To maintain UMC’s credit and its stockholders rights and interests

 

-

 

200,000

 

200,000

 

-

 

 

400,000

 

200,000

 

400,000

 

200,000

 

ii. According to the Securities and Exchange Law of the R.O.C., the total shares of treasury stock shall not exceed 10% of UMC’s issued stock, and the total purchase amount shall not exceed the sum of the retained earnings, additional paid-in capital-premiums and realized additional paid-in capital.  As such, the number of shares of treasury stock that UMC held as of September 30, 2019, December 31, 2018 and September 30, 2018, did not exceed the limit.


 

 

iii.    In compliance with Securities and Exchange Law of the R.O.C., treasury stock held by the parent company should not be pledged, nor should it be entitled to voting rights or receiving dividends.  Stock held by subsidiaries is treated as treasury stock.  These subsidiaries have the same rights as other stockholders except for subscription to new stock issuance and voting rights.

 

iv. As of September 30, 2019, December 31, 2018 and September 30, 2018, UMC’s subsidiary, FORTUNE VENTURE CAPITAL CORP., held 16 million shares of UMC’s stock.  The closing price on September 30, 2019, December 31, 2018 and September 30, 2018, were NT$13.40, NT$11.25 and NT$16.15, respectively.

 

v.  UMC’s subsidiary, FORTUNE VENTURE CAPITAL CORP., held shares of UMC’s stock through acquiring shares of UNITED SILICON INC. in 1997, and these shares were converted to UMC’s stock in 2000 as a result of the Company’s 5 in 1 merger.

 

c. Retained earnings and dividend policies:

 

According to UMC’s Articles of Incorporation, current year’s earnings, if any, shall be distributed in the following order:

 

i.  Payment of taxes.

ii. Making up loss for preceding years.

iii.    Setting aside 10% for legal reserve, except for when accumulated legal reserve has reached UMC’s paid-in capital.

iv. Appropriating or reversing special reserve by government officials or other regulations.

v.  The remaining, plus the previous year’s unappropriated earnings, shall be distributed according to the distribution plan proposed by the Board of Directors according to the dividend policy and submitted to the stockholders’ meeting for approval.

 

Because UMC conducts business in a capital intensive industry and continues to operate in its growth phase, the dividend policy of UMC shall be determined pursuant to factors such as the investment environment, its funding requirements, domestic and overseas competitive landscape and its capital expenditure forecast, as well as stockholders’ interest, balancing dividends and UMC’s long-term financial planning.  The Board of Directors shall propose the distribution plan and submit it to the stockholders’ meeting every year.


 

 

The distribution of stockholders dividend shall be allocated as cash dividend in the range of 20% to 100%, and stock dividend in the range of 0% to 80%.

 

According to the regulations of Taiwan FSC, UMC is required to appropriate a special reserve in the amount equal to the sum of debit elements under equity, such as unrealized loss on financial instruments and debit balance of exchange differences on translation of foreign operations, at every year-end.  Such special reserve is prohibited from distribution.  However, if any of the debit elements is reversed, the special reserve in the amount equal to the reversal may be released for earnings distribution or offsetting accumulated deficits.

 

The distribution of earnings for 2018 and 2017 was approved by the stockholders’ meeting held on June 12, 2019 and June 12, 2018, respectively.  The details of distribution are as follows:

 

 

 

Appropriation of earnings

(in thousand NT dollars)

 

Cash dividend per share

(NT dollars)

 

 

2018

 

2017

 

2018

 

2017

Legal reserve

 

$707,299

 

$962,873

 

 

 

 

Special reserve

 

14,513,940

 

-

 

 

 

 

Cash dividends

 

6,916,105

 

8,557,023

 

$0.58

 

$0.70

 

The aforementioned 2018 and 2017 distribution approved by stockholders’ meeting were consistent with the resolutions of meeting of Board of Directors held on March 6, 2019 and March 7, 2018.

 

The cash dividend per share for 2018 was adjusted to NT$0.58989396 per share according to the resolution of the Board of Directors’ meeting on June 19, 2019.  The adjustment was made for the decrease in outstanding common shares due to the share repurchase program.

 

The cash dividend per share for 2017 was adjusted to NT$0.71164307 per share according to the resolution of the Board of Directors’ meeting on June 12, 2018.  The adjustment was made for the decrease in outstanding common shares due to the share repurchase program.

 

Please refer to Note 6(20) for information on the employees’ and directors’ compensation.


 

 

d. Non-controlling interests:

 

 

 

For the nine-month periods

ended September 30,

 

 

2019

 

2018

Adjusted balance at January 1

 

$466,768

 

$958,405

Attributable to non-controlling interests:

 

 

 

 

Net loss

 

(2,897,201)

 

(3,136,411)

Other comprehensive income (loss)

 

(23,303)

 

(114,587)

Changes in subsidiaries’ ownership

 

23,940

 

(279,907)

Others

 

2,835,195

 

3,065,741

Ending balance

 

$405,399

 

$493,241

 

(18) Share-Based Payment

 

In order to attract, retain talents and reward the employees for their productivity and loyalty, the Company carried out a compensation plan to offer 200 million shares of treasury stock to employees in August 2018.  The compensation cost for the shared-based payment was measured at fair value, having recognized in expense the difference between the closing quoted market price of the shares at the grant date and the cash received from employees.  The closing quoted market price of the Company’s shares on the grant date was NT$16.95 per share.  For the stocks vested on the date of grant, the Company recognized the entire compensation cost on the grant date, whereas for the stocks with requisite service conditions to vest at the end of one or two-years from the date of grant, the Company recognizes the compensation cost on a straight-line basis over the period in which the services conditions are fulfilled, together with a corresponding increase in equity.  As such, for the three-month and nine-month periods ended September 30, 2019 and 2018, total compensation cost of NT$107 million, NT$575 million, NT$328 million and NT$575 million, respectively, were recognized by the Company.

 

(19) Operating Revenues

 

a.  Disaggregation of revenue

 

i.  By operating segments

 

 

 

For the three-month period ended September 30, 2019

 

 

Wafer

Fabrication

 

New

Business

 

Subtotal

 

Adjustment

and

Elimination

 

Consolidated

Revenue from contracts with customers

 

$37,730,926

 

$7,514

 

$37,738,440

 

$-

 

$37,738,440

 

 

 

 

 

 

 

 

 

 

 

The timing of revenue recognition:

At a point in time

 

$37,430,165

 

$7,514

 

$37,437,679

 

$-

 

$37,437,679

Over time

 

300,761

 

-

 

300,761

 

-

 

300,761

Total

 

$37,730,926

 

$7,514

 

$37,738,440

 

$-

 

$37,738,440

 

 

 

For the three-month period ended September 30, 2018

 

 

Wafer

Fabrication

 

New

Business

 

Subtotal

 

Adjustment

and

Elimination

 

Consolidated

Revenue from contracts with customers

 

$39,328,727

 

$59,854

 

$39,388,581

 

$(1,925)

 

$39,386,656

 

 

 

 

 

 

 

 

 

 

 

The timing of revenue recognition:

At a point in time

 

$38,209,497

 

$59,854

 

$38,269,351

 

$(1,925)

 

$38,267,426

Over time

 

1,119,230

 

-

 

1,119,230

 

-

 

1,119,230

Total

 

$39,328,727

 

$59,854

 

$39,388,581

 

$(1,925)

 

$39,386,656

                     

 

 

 

 

For the nine-month period ended September 30, 2019

 

 

Wafer

Fabrication

 

New

Business

 

Subtotal

 

Adjustment

and

Elimination

 

Consolidated

Revenue from contracts with customers

 

$106,292,701

 

$59,882

 

$106,352,583

 

$-

 

$106,352,583

 

 

 

 

 

 

 

 

 

 

 

The timing of revenue recognition:

 

 

 

 

 

 

 

 

At a point in time

 

$105,493,276

 

$59,882

 

$105,553,158

 

$-

 

$105,553,158

Over time

 

799,425

 

-

 

799,425

 

-

 

799,425

Total

 

$106,292,701

 

$59,882

 

$106,352,583

 

$-

 

$106,352,583

 

 

 

For the nine-month period ended September 30, 2018

 

 

Wafer

Fabrication

 

New

Business

 

Subtotal

 

Adjustment

and

Elimination

 

Consolidated

Revenue from contracts with customers

 

$115,532,965

 

$218,559

 

$115,751,524

 

$(16,154)

 

$115,735,370

 

 

 

 

 

 

 

 

 

 

 

The timing of revenue recognition:

 

 

 

 

 

 

 

 

At a point in time

 

$111,322,363

 

$218,559

 

$111,540,922

 

$(16,154)

 

$111,524,768

Over time

 

4,210,602

 

-

 

4,210,602

 

-

 

4,210,602

Total

 

$115,532,965

 

$218,559

 

$115,751,524

 

$(16,154)

 

$115,735,370


 

 

ii. By geography

 

 

 

For the three-month period ended September 30, 2019

 

 

Taiwan

 

Singapore

 

China (includes Hong Kong)

 

Japan

 

USA

 

Europe

 

Others

 

Total

Revenue from contracts with customers

 

$13,402,099

 

$5,822,970

 

$5,822,883

 

$1,624,199

 

$5,888,171

 

$1,735,709

 

$3,442,409

 

$37,738,440

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The timing of revenue recognition:

 

 

 

 

 

 

 

 

 

 

 

 

At a point in time

 

$13,395,555

 

$5,820,413

 

$5,765,269

 

$1,597,255

 

$5,885,167

 

$1,532,046

 

$3,441,974

 

$37,437,679

Over time

 

6,544

 

2,557

 

57,614

 

26,944

 

3,004

 

203,663

 

435

 

300,761

Total

 

$13,402,099

 

$5,822,970

 

$5,822,883

 

$1,624,199

 

$5,888,171

 

$1,735,709

 

$3,442,409

 

$37,738,440

 

 

 

 

 

For the three-month period ended September 30, 2018

 

 

Taiwan

 

Singapore

 

China (includes Hong Kong)

 

Japan

 

USA

 

Europe

 

Others

 

Total

Revenue from contracts with customers

 

$14,688,146

 

$5,805,252

 

$4,823,514

 

$1,620,403

 

$5,546,143

 

$4,039,275

 

$2,863,923

 

$39,386,656

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The timing of revenue recognition:

 

 

 

 

 

 

 

 

 

 

 

 

At a point in time

 

$14,676,677

 

$5,790,666

 

$4,014,927

 

$1,619,431

 

$5,541,445

 

$3,761,372

 

$2,862,908

 

$38,267,426

Over time

 

11,469

 

14,586

 

808,587

 

972

 

4,698

 

277,903

 

1,015

 

1,119,230

Total

 

$14,688,146

 

$5,805,252

 

$4,823,514

 

$1,620,403

 

$5,546,143

 

$4,039,275

 

$2,863,923

 

$39,386,656

                                 

 

 

 

For the nine-month period ended September 30, 2019

 

 

Taiwan

 

Singapore

 

China (includes Hong Kong)

 

Japan

 

USA

 

Europe

 

Others

 

Total

Revenue from contracts with customers

 

$39,836,702

 

$17,729,265

 

$13,219,598

 

$5,248,948

 

$13,926,685

 

$5,521,511

 

$10,869,874

 

$106,352,583

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The timing of revenue recognition:

 

 

 

 

 

 

 

 

 

 

 

At a point in time

 

$39,802,426

 

$17,726,708

 

$13,074,043

 

$5,198,249

 

$13,913,358

 

$4,978,136

 

$10,860,238

 

$105,553,158

Over time

 

34,276

 

2,557

 

145,555

 

50,699

 

13,327

 

543,375

 

9,636

 

799,425

Total

 

$39,836,702

 

$17,729,265

 

$13,219,598

 

$5,248,948

 

$13,926,685

 

$5,521,511

 

$10,869,874

 

$106,352,583

                                 

 

 

 

 

For the nine-month period ended September 30, 2018

 

 

Taiwan

 

Singapore

 

China (includes Hong Kong)

 

Japan

 

USA

 

Europe

 

Others

 

Total

Revenue from contracts with customers

 

$41,321,445

 

$19,457,272

 

$15,036,171

 

$3,989,963

 

$17,342,917

 

$10,330,463

 

$8,257,139

 

$115,735,370

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The timing of revenue recognition:

 

 

 

 

 

 

 

 

 

 

 

At a point in time

 

$41,198,069

 

$19,431,391

 

$11,705,571

 

$3,984,890

 

$17,325,302

 

$9,624,165

 

$8,255,380

 

$111,524,768

Over time

 

123,376

 

25,881

 

3,330,600

 

5,073

 

17,615

 

706,298

 

1,759

 

4,210,602

Total

 

$41,321,445

 

$19,457,272

 

$15,036,171

 

$3,989,963

 

$17,342,917

 

$10,330,463

 

$8,257,139

 

$115,735,370

                                 

 

The geographic breakdown of the Company’s operating revenues was based on the location of the Company’s customers.

 

iii.    By Product

 

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Wafer

 

$36,387,384

 

$37,376,247

Others

 

1,351,056

 

2,010,409

Total

 

$37,738,440

 

$39,386,656

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Wafer

 

$102,528,315

 

$108,652,776

Others

 

3,824,268

 

7,082,594

Total

 

$106,352,583

 

$115,735,370

 

b. Contract balances

 

i.  Contract assets, current

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

 

January 1,

2018

Sales of goods and services

 

$510,121

 

$486,184

 

$338,096

 

$129,042

Less: Loss allowance

 

(396,463)

 

(393,974)

 

-

 

-

Net

 

$113,658

 

$92,210

 

$338,096

 

$129,042


 

 

The loss allowance was assessed by the Company primarily at an amount equal to lifetime expected credit losses.  The loss allowance was mainly resulted from the indictment filed by the United States Department of Justice (DOJ) against UMC related to the joint technology development agreement.  Please refer to Note 9(6).

 

ii. Contract liabilities

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

 

January 1,

2018

Sales of goods and services

 

$1,619,307

 

$932,371

 

$1,978,822

 

$3,951,414

 

 

 

 

 

 

 

 

 

Current

 

$1,122,187

 

$932,371

 

$1,978,822

 

$3,951,414

Noncurrent

 

497,120

 

-

 

-

 

-

Total

 

$1,619,307

 

$932,371

 

$1,978,822

 

$3,951,414

 

The movement of contract liabilities is mainly caused by the timing difference of the satisfaction of a performance of obligation and the consideration received from customers.

 

The Company recognized NT$519 million and NT$3,697 million, respectively, in revenues from the contract liabilities balance at the beginning of the period as performance obligations were satisfied for the nine-month periods ended September 30, 2019 and 2018.

 

c.  The Company’s transaction price allocated to unsatisfied performance obligations amounted to NT$3,093 million and NT$3,288 million as of September 30, 2019 and 2018, respectively.  The Company will recognize revenue as the Company satisfies its performance obligations over time that aligns with progress toward completion of a contract in the future.  As of the report date, the progress cannot be reliably estimated primarily due to the suspension as disclosed in Note 9(6).  The estimate of the transaction price does not include any estimated amounts of variable consideration that are constrained.

 

d. Asset recognized from costs to fulfill a contract with customer

As of September 30, 2019, December 31, 2018 and September 30, 2018, the Company recognized costs to fulfill engineering service contracts eligible for capitalization as other current assets which amounted to NT$648 million, NT$567 million and NT$387 million, respectively.  Subsequently, the Company will expense from costs to fulfill a contract to operating costs when the related obligations are satisfied.


 

 

(20) Operating Costs and Expenses

 

The Company’s employee benefit, depreciation and amortization expenses are summarized as follows:

 

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

 

 

Operating costs

 

Operating expenses

 

 

Total

 

Operating costs

 

Operating expenses

 

Total

Employee benefit expenses

 

 

 

 

 

 

 

 

 

 

 

 

Salaries

 

$4,258,696

 

$1,941,546

 

$6,200,242

 

$4,662,541

 

$2,171,653

 

$6,834,194

Labor and health insurance

 

221,195

 

102,743

 

323,938

 

238,079

 

110,657

 

348,736

Pension

 

266,495

 

88,125

 

354,620

 

271,624

 

86,907

 

358,531

Other employee benefit expenses

 

69,154

 

23,537

 

92,691

 

72,214

 

23,594

 

95,808

Depreciation

 

11,016,968

 

447,864

 

11,464,832

 

11,740,362

 

683,438

 

12,423,800

Amortization

 

170,635

 

346,170

 

516,805

 

250,324

 

252,733

 

503,057

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

 

 

Operating costs

 

Operating expenses

 

 

Total

 

Operating costs

 

Operating expenses

 

Total

Employee benefit expenses

 

 

 

 

 

 

 

 

 

 

 

 

Salaries

 

$12,541,794

 

$5,632,178

 

$18,173,972

 

$13,325,703

 

$5,553,092

 

$18,878,795

Labor and health insurance

 

662,322

 

283,158

 

945,480

 

681,075

 

282,200

 

963,275

Pension

 

791,189

 

266,991

 

1,058,180

 

806,335

 

251,234

 

1,057,569

Other employee benefit expenses

 

197,707

 

71,575

 

269,282

 

205,261

 

66,798

 

272,059

Depreciation

 

33,598,605

 

1,367,574

 

34,966,179

 

35,952,147

 

1,978,729

 

37,930,876

Amortization

 

568,776

 

884,387

 

1,453,163

 

650,457

 

927,955

 

1,578,412


 

 

According to UMC’s Articles of Incorporation, the employees and directors’ compensation shall be distributed in the following order:

 

UMC shall allocate no less than 5% of profit as employees’ compensation and no more than 0.1% of profit as directors’ compensation for each profitable fiscal year after offsetting any cumulative losses.  The aforementioned employees’ compensation will be distributed in shares or cash.  The employees of UMC’s subsidiaries who fulfill specific requirements stipulated by the Board of Directors may be granted such compensation.  Directors may only receive compensation in cash.  UMC may, by a resolution adopted by a majority vote at a meeting of the Board of Directors attended by two-thirds of the total number of directors, distribute the aforementioned employees and directors’ compensation and report to the stockholders’ meeting for such distribution.

 

The Company estimates the amounts of the employees and directors’ compensation and recognizes them in the profit or loss during the periods when earned for the nine-month periods ended September 30, 2019 and 2018.  The Board of Directors estimated the amount by taking into consideration the Articles of Incorporation, government regulations and industry averages.  If the Board of Directors resolves to distribute employee compensation through stock, the number of stock distributed is calculated based on total employee compensation divided by the closing price of the day before the Board of Directors meeting.  If the Board of Directors subsequently modifies the estimates significantly, the Company will recognize the change as an adjustment in the profit or loss in the subsequent period.

 

The distributions of employees and directors’ compensation for 2018 and 2017 were reported to the stockholders’ meeting on June 12, 2019 and June 12, 2018, respectively.  The details of distribution are as follows:

 

 

 

2018

 

2017

Employees’ compensation – Cash

 

$1,400,835

 

$1,032,324

Directors’ compensation

 

7,624

 

11,452

 

The aforementioned 2018 and 2017 employees and directors’ compensation reported during the stockholders’ meeting were consistent with the resolutions of meeting of Board of Directors held on March 6, 2019 and March 7, 2018.

 

Information relevant to the aforementioned employees and directors’ compensation can be obtained from the “Market Observation Post System” on the website of the TWSE.


 

 

(21) Net Other Operating Income and Expenses

 

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Government grants

 

$1,246,192

 

$1,295,565

Gain (loss) on disposal of property, plant and equipment

 

(109)

 

41,040

Others

 

(38,514)

 

(121,553)

Total

 

$1,207,569

 

$1,215,052

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Government grants

 

$4,172,028

 

$3,977,189

Gain (loss) on disposal of property, plant and equipment

 

(10,258)

 

125,126

Impairment loss on property, plant and equipment

 

(85,202)

 

-

Others

 

(108,997)

 

(191,583)

Total

 

$3,967,571

 

$3,910,732

 

(22) Non-Operating Income and Expenses

 

a.  Other gains and losses

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Gain (loss) on valuation of financial assets and liabilities at fair value through profit or loss

 

$65,410

 

$(797,076)

Loss on disposal of investments

 

(6,376)

 

-

Others

 

8,735

 

26,435

Total

 

$67,769

 

$(770,641)

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Gain (loss) on valuation of financial assets and liabilities at fair value through profit or loss

 

$823,570

 

$(532,756)

Gain (loss) on disposal of investments

 

(6,376)

 

12,570

Others

 

17,570

 

94,832

Total

 

$834,764

 

$(425,354)


 

 

b. Finance costs

 

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Interest expenses

 

 

 

 

Bonds payable

 

$163,858

 

$172,692

Bank loans

 

460,420

 

452,424

Lease liabilities (Note)

 

46,521

 

-

Others

 

77,011

 

72,126

Financial expenses

 

21,643

 

38,774

Total

 

$769,453

 

$736,016

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Interest expenses

 

 

 

 

Bonds payable

 

$508,617

 

$537,535

Bank loans

 

1,380,639

 

1,324,250

Lease liabilities (Note)

 

133,186

 

-

Others

 

195,343

 

214,477

Financial expenses

 

52,272

 

67,848

Total

 

$2,270,057

 

$2,144,110

 

Note: The Company adopted IFRS 16 on January 1, 2019.  The Company elected not to restate prior periods in accordance with the transition provision in IFRS 16.

 

(23) Components of Other Comprehensive Income (Loss)

 

 

 

 

 

For the three-month period ended September 30, 2019

 

 

 

Arising during the period

 

Reclassification adjustments during the period

 

Other comprehensive income (loss), before tax

 

Income tax effect

 

Other comprehensive income (loss), net of tax

Items that will not be reclassified subsequently to profit or loss:

 

 

 

 

 

 

 

 

 

 

Unrealized gains or losses from equity instruments investments measured at fair value through other comprehensive income

 

$1,848,728

 

$-

 

$1,848,728

 

$(131,554)

 

$1,717,174

Share of other comprehensive income (loss) of associates and joint ventures which will not be reclassified subsequently to profit or loss

 

333,124

 

-

 

333,124

 

-

 

333,124

Items that may be reclassified subsequently to profit or loss:

 

 

 

 

 

 

 

 

 

 

Exchange differences on translation of foreign operations

 

$(1,454,645)

 

$-

 

$(1,454,645)

 

$1,728

 

$(1,452,917)

Share of other comprehensive income (loss) of associates and joint ventures which may be reclassified subsequently to profit or loss

 

(10,120)

 

6,379

 

(3,741)

 

(3,281)

 

(7,022)

Total other comprehensive income (loss)

 

$717,087

 

$6,379

 

$723,466

 

$(133,107)

 

$590,359


 

 

 

 

For the three-month period ended September 30, 2018

 

 

Arising during the period

 

Reclassification adjustments during the period

 

Other comprehensive income (loss), before tax

 

Income tax

effect

 

Other comprehensive income (loss), net of tax

Items that will not be reclassified subsequently to profit or loss:

 

 

 

 

 

 

 

 

 

 

Unrealized gains or losses from equity instruments investments measured at fair value through other comprehensive income

 

$356,337

 

$-

 

$356,337

 

$(2,054)

 

$354,283

Gains or losses on hedging instruments which will not be reclassified subsequently to profit or loss

 

(64,315)

 

-

 

(64,315)

 

12,863

 

(51,452)

Share of other comprehensive income (loss) of associates and joint ventures which will not be reclassified subsequently to profit or loss

 

(254,124)

 

-

 

(254,124)

 

39,741

 

(214,383)

Items that may be reclassified subsequently to profit or loss:

 

 

 

 

 

 

 

 

 

 

Exchange differences on translation of foreign operations

 

$(1,646,056)

 

$-

 

$(1,646,056)

 

$(326)

 

$(1,646,382)

Share of other comprehensive income (loss) of associates and joint ventures which may be reclassified subsequently to profit or loss

 

(9,232)

 

-

 

(9,232)

 

(267)

 

(9,499)

Total other comprehensive income (loss)

 

$(1,617,390)

 

$-

 

$(1,617,390)

 

$49,957

 

$(1,567,433)


 

 

 

 

For the nine-month period ended September 30, 2019

 

 

 

Arising during the period

 

Reclassification adjustments during the period

 

Other comprehensive income (loss), before tax

 

Income tax effect

 

Other comprehensive income (loss), net of tax

Items that will not be reclassified subsequently to profit or loss:

 

 

 

 

 

 

 

 

 

 

Unrealized gains or losses from equity instruments investments measured at fair value through other comprehensive income

 

$4,686,383

 

$-

 

$4,686,383

 

$(141,712)

 

$4,544,671

Share of other comprehensive income (loss) of associates and joint ventures which will not be reclassified subsequently to profit or loss

 

879,098

 

-

 

879,098

 

-

 

879,098

Items that may be reclassified subsequently to profit or loss:

 

 

 

 

 

 

 

 

 

 

Exchange differences on translation of foreign operations

 

(499,675)

 

-

 

(499,675)

 

(7,308)

 

(506,983)

Share of other comprehensive income (loss) of associates and joint ventures which may be reclassified subsequently to profit or loss

 

35,261

 

6,379

 

41,640

 

(11,423)

 

30,217

Total other comprehensive income (loss)

 

$5,101,067

 

$6,379

 

$5,107,446

 

$(160,443)

 

$4,947,003


 

 

 

 

 

 

 

For the nine-month period ended September 30, 2018

 

 

Arising during the period

 

Reclassification adjustments during the period

 

Other comprehensive income (loss), before tax

 

Income tax

effect

 

Other comprehensive income (loss), net of tax

Items that will not be reclassified subsequently to profit or loss:

 

 

 

 

 

 

 

 

 

 

Remeasurement of defined-benefit plan

 

$-

 

$-

 

$-

 

$21,635

 

$21,635

Unrealized gains or losses from equity instruments investments measured at fair value through other comprehensive income

 

1,591,531

 

-

 

1,591,531

 

21,241

 

1,612,772

Gains or losses on hedging instruments which will not be reclassified subsequently to profit or loss

 

(64,315)

 

-

 

(64,315)

 

12,863

 

(51,452)

Share of other comprehensive income (loss) of associates and joint ventures which will not be reclassified subsequently to profit or loss

 

(123,975)

 

-

 

(123,975)

 

34,697

 

(89,278)

Items that may be reclassified subsequently to profit or loss:

 

 

 

 

 

 

 

 

 

 

Exchange differences on translation of foreign operations

 

(643,836)

 

408

 

(643,428)

 

(13,970)

 

(657,398)

Share of other comprehensive income (loss) of associates and joint ventures which may be reclassified subsequently to profit or loss

 

17,262

 

(12,897)

 

4,365

 

(448)

 

3,917

Total other comprehensive income (loss)

 

$776,667

 

$(12,489)

 

$764,178

 

$76,018

 

$840,196


 

 

(24) Income Tax

 

a.  The major components of income tax expense for the three-month and nine-month periods ended September 30, 2019 and 2018 were as follows:

 

i.  Income tax expense (benefit) recorded in profit or loss

 

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Current income tax expense (benefit):

 

 

 

 

Current income tax charge

 

$173,281

 

$247,282

Adjustments in respect of current income tax of prior periods

 

(1,222)

 

1,965

Deferred income tax expense (benefit):

 

 

 

 

Deferred income tax related to origination and reversal of temporary differences

 

62,421

 

217,165

Deferred income tax related to recognition and derecognition of tax losses and unused tax credits

 

(38,675)

 

473,401

Adjustment of prior year’s deferred income tax

 

310

 

-

Deferred income tax arising from write-down or reversal of write-down of deferred tax assets

 

(157,139)

 

(308,148)

Income tax expense recorded in profit or loss

 

$38,976

 

$631,665

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Current income tax expense (benefit):

 

 

 

 

Current income tax charge

 

$444,612

 

$456,498

Adjustments in respect of current income tax of prior periods

 

(826,563)

 

(1,115,637)

Deferred income tax expense (benefit):

 

 

 

 

Deferred income tax related to origination and reversal of temporary differences

 

339,912

 

1,289,933

Deferred income tax related to recognition and derecognition of tax losses and unused tax credits

 

(162,901)

 

(247,244)

Deferred income tax related to changes in tax rates

 

-

 

(848,223)

Adjustment of prior year’s deferred income tax

 

118,694

 

(2,820)

Deferred income tax arising from write-down or reversal of write-down of deferred tax assets

 

(115,975)

 

(404,529)

Income tax benefit recorded in profit or loss

 

$(202,221)

 

$(872,022)


 

 

ii. Income tax related to components of other comprehensive income (loss)

 

(i)     Items that will not be reclassified subsequently to profit or loss:

 

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Unrealized gains or losses from equity instruments investments measured at fair value through other comprehensive income

 

$(131,554)

 

$(2,054)

Gains or losses on hedging instruments which will not be reclassified subsequently to profit or loss

 

-

 

12,863

Share of other comprehensive income (loss) of associates and joint ventures which will not be reclassified subsequently to profit or loss

 

-

 

39,741

Income tax related to items that will not be reclassified subsequently to profit or loss

 

$(131,554)

 

$50,550

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Unrealized gains or losses from equity instruments investments measured at fair value through other comprehensive income

 

$(141,712)

 

$8,714

Gains or losses on hedging instruments which will not be reclassified subsequently to profit or loss

 

-

 

12,863

Share of other comprehensive income (loss) of associates and joint ventures which will not be reclassified subsequently to profit or loss

 

-

 

39,741

Deferred income tax related to changes in tax rates

 

-

 

29,118

Income tax related to items that will not be reclassified subsequently to profit or loss

 

$(141,712)

 

$90,436


 

 

(ii)    Items that may be reclassified subsequently to profit or loss:

 

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Exchange differences on translation of foreign operations

 

$1,728

 

$(326)

Share of other comprehensive income (loss) of associates and joint ventures which may be reclassified subsequently to profit or loss

 

(3,281)

 

(267)

Income tax related to items that may be reclassified subsequently

 

$(1,553)

 

$(593)

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Exchange differences on translation of foreign operations

 

$(7,308)

 

$(16,758)

Share of other comprehensive income (loss) of associates and joint ventures which may be reclassified subsequently to profit or loss

 

(11,423)

 

(4,895)

Deferred income tax related to changes in tax rates

 

-

 

7,235

Income tax related to items that may be reclassified subsequently

 

$(18,731)

 

$(14,418)

 

iii.    Deferred income tax charged directly to equity

 

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Deferred income tax related to changes in tax rates

 

$-

 

$-

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Deferred income tax related to changes in tax rates

 

$-

 

$(56,759)


 

 

b. The Company is subject to taxation in Taiwan and other foreign jurisdictions.  As of September 30, 2019, income tax returns of UMC and its subsidiaries in Taiwan have been examined by the tax authorities through 2016, while in other foreign jurisdictions, relevant tax authorities have completed the examination through 2012.

 

(25) Earnings Per Share

 

a.  Earnings per share-basic

 

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Net income attributable to the parent company

 

$2,928,678

 

$1,720,426

Weighted-average number of ordinary shares for basic earnings per share (thousand shares)

 

11,708,240

 

12,053,892

Earnings per share-basic (NTD)

 

$0.25

 

$0.14

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Net income attributable to the parent company

 

$5,870,601

 

$8,779,603

Weighted-average number of ordinary shares for basic earnings per share (thousand shares)

 

11,810,800

 

12,101,201

Earnings per share-basic (NTD)

 

$0.50

 

$0.73

 

b. Earnings per share-diluted

 

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Net income attributable to the parent company

 

$2,928,678

 

$1,720,426

Effect of dilution

 

 

 

 

Unsecured convertible bonds

 

72,472

 

71,021

Income attributable to stockholders of the parent

 

$3,001,150

 

$1,791,447

Weighted-average number of common stocks for basic earnings per share (thousand shares)

 

11,708,240

 

12,053,892

Effect of dilution

 

 

 

 

Employees’ compensation

 

44,897

 

57,464

Unsecured convertible bonds

 

1,295,888

 

1,243,600

Weighted-average number of common stocks after dilution (thousand shares)

 

13,049,025

 

13,354,956

Earnings per share-diluted (NTD)

 

$0.23

 

$0.13


 

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Net income attributable to the parent company

 

$5,870,601

 

$8,779,603

Effect of dilution

 

 

 

 

Unsecured convertible bonds

 

216,309

 

211,979

Income attributable to stockholders of the parent

 

$6,086,910

 

$8,991,582

Weighted-average number of common stocks for basic earnings per share (thousand shares)

 

11,810,800

 

12,101,201

Effect of dilution

 

 

 

 

Employees’ compensation

 

73,208

 

74,835

Unsecured convertible bonds

 

1,295,888

 

1,243,600

Weighted-average number of common stocks after dilution (thousand shares)

 

13,179,896

 

13,419,636

Earnings per share-diluted (NTD)

 

$0.46

 

$0.67

 

(26) Reconciliation of Liabilities Arising from Financing Activities

 

For the nine-month period ended September 30, 2019:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-cash changes

 

 

Items

 

January 1, 2019

 

Cash Flows

 

Foreign exchange

 

Others

(Note A)

 

September 30,

 2019

Short-term loans

 

$13,103,808

 

$3,492,597

 

$(308,325)

 

$194,876

 

$16,482,956

Long-term loans (current portion included)

 

30,826,215

 

8,941,555

 

(93,494)

 

1,842

 

39,676,118

Bonds payable (current portion included)

 

41,378,182

 

(2,500,000)

 

-

 

274,546

 

39,152,728

Guarantee deposits (current portion included)

 

665,793

 

241,023

 

(1,282)

 

(619,347)

 

286,187

Lease liabilities

 

6,006,457

 

(449,157)

 

(42,887)

 

211,478

 

5,725,891

Other financial liabilities-noncurrent

 

20,410,355

 

-

 

(527,673)

 

288,290

 

20,170,972


 

 

For the nine-month period ended September 30, 2018:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-cash changes

 

 

Items

 

January 1, 2018

 

Cash Flows

 

Foreign exchange

 

Others

(Note A)

 

September 30,

2018

Short-term loans

 

$25,445,540

 

$(10,469,203)

 

$(370,226)

 

$211,693

 

$14,817,804

Long-term loans (current portion included)

 

32,165,336

 

(836,491)

 

351,270

 

1,275

 

31,681,390

Bonds payable (current portion included)

 

48,517,631

 

(7,500,000)

 

-

 

269,747

 

41,287,378

Guarantee deposits (current portion included)

 

564,576

 

(69,201)

 

25,421

 

-

 

520,796

Other financial liabilities-noncurrent

 

20,486,119

 

-

 

(610,627)

 

287,052

 

20,162,544

 

Note A: Other non-cash changes mainly consisted of discount amortization measured by the effective interest method.

Note B: Please refer to Note 9(5) for more details on other financial liabilities-noncurrent.

 

7.    RELATED PARTY TRANSACTIONS

 

The following is a summary of transactions between the Company and related parties during the financial reporting periods:

 

(1)    Name and Relationship of Related Parties

 

Name of related parties

 

Relationship with the Company

FARADAY TECHNOLOGY CORP. and its Subsidiaries

 

Associate

HSUN CHIEH CAPITAL CORP.

 

Associate

TRIKNIGHT CAPITAL CORPORATION

 

Associate

JINING SUNRICH SOLARENERGY CORPORATION

 

Joint venture’s subsidiary

SILICON INTEGRATED SYSTEMS CORP.

 

The Company’s director

PHOTRONICS DNP MASK CORPORATION

 

Other related parties

UNITEDVISION SEMICONDUCTOR CO., LTD.

 

Other related parties


 

 

(2)    Significant related party transactions

 

a.  Operating transactions

 

Operating revenues

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Associates

 

$512,833

 

$484,916

Others

 

12,921

 

11,403

Total

 

$525,754

 

$496,319

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Associates

 

$1,123,602

 

$990,056

Joint ventures

 

-

 

4,277

Others

 

26,595

 

20,501

Total

 

$1,150,197

 

$1,014,834

 

Accounts receivable, net

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Associates

 

$208,760

 

$134,646

 

$324,322

Others

 

8,482

 

4,266

 

10,276

Total

 

$217,242

 

$138,912

 

$334,598

 

The sales price to the above related parties was determined through mutual agreement in reference to market conditions.  The collection period for domestic sales to related parties were month-end 30~60 days, while the collection period for overseas sales was net 30~60 days.

 

Refund liabilities (classified under other current liabilities)

 

 

As of

 

 

September 30,

2019

 

December 31,
2018

 

September 30,

2018

Associates

 

$16,674

 

$1,287

 

$1,218

Others

 

53

 

71

 

61

Total

 

$16,727

 

$1,358

 

$1,279


 

 

b.   Significant asset transactions

 

Acquisition of financial assets at fair value through profit or loss – noncurrent

 

 

 

 

 

 

Purchase price

 

 

Trading Volume

(In thousands

of shares)

 

Transaction

underlying

 

For the three-month period ended September 30, 2019

Associates

 

-

 

None

 

$-

 

 

 

 

 

 

 

Purchase price

 

 

Trading Volume

(In thousands

of shares)

 

Transaction

underlying

 

For the nine-month period ended September 30, 2019

Associates

 

500

 

Stock of MATERIALS

 

$32,923

 

 

 

 

ANALYSIS TECHNOLOGY INC.

 

 

 

For the three-month and nine-month periods ended September 30, 2018: None.

 

Acquisition of intangible assets

 

 

Purchase price

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Associates

 

$54,543

 

$24,628

 

 

 

Purchase price

 

 

For the nine-month periods  ended September 30,

 

 

2019

 

2018

Associates

 

$234,283

 

$131,630

 

Acquisition of investments accounted for under the equity method

 

For the three-month and nine-month periods ended September 30, 2019: None.

 

 

 

 

 

 

 

Purchase price

 

 

Trading Volume

(In thousands

of shares)

 

Transaction underlying

 

For the three-month period ended September 30, 2018

Associates

 

-

 

None

 

$-

 

 

 

 

 

 

 

Purchase price

 

 

Trading Volume

(In thousands

of shares)

 

Transaction underlying

 

For the nine-month period ended September 30, 2018

Associates

 

84,000

 

Stock

 

$840,000


 

 

c.   Others

 

Mask expenditure

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Others

 

$588,850

 

$408,590

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Others

 

$1,734,113

 

$1,242,619

 

Other payables of mask expenditure

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Others

 

$676,755

 

$571,036

 

$536,398

 

d.   Key management personnel compensation

 

 

 

For the three-month periods ended September 30,

 

 

2019

 

2018

Short-term employee benefits

 

$75,382

 

$196,162

Post-employment benefits

 

635

 

2,494

Share-based payment

 

16,734

 

272,542

Others

 

143

 

148

Total

 

$92,894

 

$471,346

 

 

 

For the nine-month periods ended September 30,

 

 

2019

 

2018

Short-term employee benefits

 

$206,108

 

$335,034

Post-employment benefits

 

1,905

 

3,937

Termination benefits

 

3,415

 

-

Share-based payment

 

55,484

 

272,575

Others

 

438

 

288

Total

 

$267,350

 

$611,834


 

 

8.    ASSETS PLEDGED AS COLLATERAL

 

As of September 30, 2019, December 31, 2018 and September 30, 2018

 

 

 

 

 

 

 

 

 

Carrying Amount

 

 

 

 

 

 

As of

 

 

 

 

Items

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

 

Party to which asset(s)

was pledged

 

Purpose of pledge

Refundable Deposits

(Bank deposit and Time deposit)

 

$958,565

 

$961,198

 

$960,042

 

Customs

 

Customs duty guarantee

Refundable Deposits

(Time deposit)

 

334,666

 

237,358

 

237,358

 

Science Park Administration

 

Collateral for land lease

Refundable Deposits

(Time deposit)

 

19,510

 

19,579

 

19,579

 

Science Park Administration

 

Collateral for dormitory lease

Refundable Deposits

(Time deposit)

 

-

 

-

 

800

 

Science Park Administration

 

Industry-university cooperative research project performance guarantees

Refundable Deposits

(Time deposit)

 

41,785

 

37,084

 

37,084

 

Liquefied Natural Gas Business Division, CPC Corporation, Taiwan

 

Energy resources guarantee

Refundable Deposits

(Time deposit)

 

1,000,000

 

1,000,000

 

1,000,000

 

Bank of China

 

Bank performance guarantee

Buildings

 

5,489,658

 

5,823,938

 

5,849,150

 

Taiwan Cooperative Bank and Secured Syndicated Loans from China Development Bank and 6 others

 

Collateral for long-term loans

Machinery and equipment

 

20,631,644

 

25,762,086

 

27,142,213

 

Taiwan Cooperative Bank, Mega International Commercial Bank and Secured Syndicated Loans from China Development Bank and 6 others

 

Collateral for long-term loans

Right-of-use assets

 

296,273

 

-

 

-

 

Secured Syndicated Loans from China Development Bank and 6 others

 

Collateral for long-term loans

Other noncurrent assets

 

-

 

309,108

 

308,412

 

Secured Syndicated Loans from China Development Bank and 6 others

 

Collateral for long-term loans

Total

 

$28,772,101

 

$34,150,351

 

$35,554,638

 

 

 

 


 

 

9.    SIGNIFICANT CONTINGENCIES AND UNRECOGNIZED CONTRACT COMMITMENTS

 

(1)  As of September 30, 2019, amounts available under unused letters of credit for importing machinery and equipment were NT$0.1 billion.

 

(2)  As of September 30, 2019, the Company entrusted financial institutes to open performance guarantee, mainly related to the litigations and customs tax guarantee, amounting to NT$1.7 billion.

 

(3)  The Company entered into several patent license agreements and development contracts of intellectual property for a total contract amount of approximately NT$11.6 billion.  As of September 30, 2019, the portion of royalties and development fees not yet recognized was NT$1.7 billion.

 

(4)  The Company entered into several construction contracts for the expansion of its operations.  As of September 30, 2019, these construction contracts amounted to approximately NT$2 billion and the portion of the contracts not yet recognized was approximately NT$0.5 billion.

 

(5)  The Board of Directors of UMC resolved in October 2014 to participate in a 3-way agreement with Xiamen Municipal People’s Government and FUJIAN ELECTRONIC & INFORMATION GROUP to form a company which will focus on 12’’ wafer foundry services.  As of September 30, 2019, the Company obtained R.O.C. government authority’s approval for the investment and invested RMB 8.3 billion in USCXM, representing ownership interest of 65.22%.  Furthermore, based on the agreement, UMC recognized a financial liability in other noncurrent liabilities-others for the purchase from the other investors of their investments in USCXM at their original investment cost plus interest totally amounting to RMB 4.9 billion, beginning from the seventh year (2022) following the last instalment payment made by the other investors.  Accordingly, the Company recognizes non-controlling interests as required by IFRS 10 during the reporting period.  At the end of each reporting period, the Company recognizes a financial liability for its commitment to the other investors in accordance with IFRS 9, at the same time derecognizing the non-controlling interests.  Any difference between the financial liability and the non-controlling interests balance is recognized in equity.

 

(6)  On August 31, 2017, the Taichung District Prosecutors Office indicted UMC based on the Trade Secret Act of R.O.C., alleging that employees of UMC misappropriated the trade secrets of MICRON TECHNOLOGY, INC. (“MICRON”).  On December 5, 2017, MICRON filed a civil action with similar cause against UMC with the United States District Court, Northern District of California.  MICRON claimed entitlement to the actual damages, treble damages and relevant fees and requested the court to issue an order that enjoins UMC from using its trade secrets in question.  The case is currently in progress and UMC has appointed counsels to prepare answers against these charges.


 

 

On January 12, 2018, UMC filed three patent infringement actions with the Fuzhou Intermediate People’s Court against, among others, MICRON (XI’AN) CO., LTD. and MICRON (SHANGHAI) TRADING CO., LTD., requesting the court to order the defendants to stop manufacturing, processing, importing, selling, and committing to sell the products deploying the infringing patents in questions, and also to destroy all inventories and related molds and tools.  On July 3, 2018, the Fuzhou Intermediate People’s Court granted preliminary injunction against the aforementioned two defendants, holding that the two defendants must immediately cease to manufacture, sell, and import products that infringe the patent rights of UMC.  The lawsuit filed by UMC is still on trial.

 

On November 1, 2018, the Department of Justice of the United States (“DOJ”) unsealed an indictment against UMC, FUJIAN JINHUA INTEGRATED CIRCUIT CO., LTD. (“JINHUA”), and three individuals, including one current employee and two former employees of UMC, alleging that UMC and others conspired to steal trade secrets of MICRON, and used that information to develop technology that was subsequently transferred to JINHUA.  On the same day, the DOJ filed a civil complaint enjoining the aforementioned defendants from exporting to the United States any products containing DRAM manufactured by UMC or JINHUA and preventing the defendants from transferring the trade secrets to anyone else.  The indictment and civil complaint are still on trial.  UMC has appointed counsel to prepare answers against these charges.  Besides, UMC has suspended the joint technology development activities with JINHUA.  Given these litigations are still in the preliminary stages, UMC cannot assess the legal proceeding and probable outcome or impact.

 

(7)  On March 14, 2019, a putative class action styled Meyer v. United Microelectronics Corporation and several executives, was filed under Securities Exchange Act of 1934 and Rule 10-b in the United States District Court for the Southern District of New York.  The court appointed a lead plaintiff and approved lead plaintiff counsel on May 23, 2019.  On September 27, 2019, UMC received the service of plaintiffs’ amended complaint and appointed counsel to prepare the relevant procedures. Given this litigation is still in the preliminary stages, UMC cannot assess the legal proceeding and probable outcome or impact.

 

10.  SIGNIFICANT DISASTER LOSS

 

None.


 

 

11.  SIGNIFICANT SUBSEQUENT EVENTS

 

On June 29, 2018, the Board of Directors of UMC resolved to exercise the call option of a joint venture agreement between FUJITSU SEMICONDUCTOR LIMITED (FSL) and UMC for acquiring remaining shares of MIE FUJITSU SEMICONDUCTOR LIMITED (MIFS), representing ownership interest of 84.1%.  The transaction was approved by all the relevant authorities on September 25, 2019, and the Company invested JPY 54.4 billion for acquiring 97.8 million shares of MIFS, which was completed on October 1, 2019.  Considering the Company’s previously held ownership interest of 15.9%, MIFS become a wholly-owned subsidiary of the Company, and is renamed as UNITED SEMICONDUCTOR JAPAN CO., LTD. upon completion of the acquisition.

 

12.  OTHERS

 

(1)  Categories of financial instruments

 

 

 

As of

Financial Assets

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Financial assets at fair value through profit or loss

 

$13,019,172

 

$12,084,297

 

$12,931,005

Financial assets at fair value through other comprehensive income

 

16,227,393

 

11,585,477

 

11,722,990

Financial assets measured at amortized cost

 

 

 

 

 

 

Cash and cash equivalents (excludes cash on hand)

 

86,748,646

 

83,655,648

 

81,513,592

Receivables

 

24,156,565

 

24,583,451

 

26,883,480

Refundable deposits

 

2,749,204

 

2,757,399

 

2,775,848

Other financial assets

 

17,786,173

 

2,320,037

 

1,585,700

Total

 

$160,687,153

 

$136,986,309

 

$137,412,615

 

Financial Liabilities

 

 

 

 

 

 

Hedging financial liabilities

 

$-

 

$-

 

$64,315

Financial liabilities measured at amortized cost

 

 

 

 

 

 

Short-term loans

 

16,482,956

 

13,103,808

 

14,817,804

Payables

 

21,867,022

 

23,465,536

 

21,723,753

Guarantee deposits (current portion included)

 

286,187

 

665,793

 

520,796

Bonds payable (current portion included)

 

39,152,728

 

41,378,182

 

41,287,378

Long-term loans (current portion included)

 

39,676,118

 

30,826,215

 

31,681,390

Lease liabilities (Note)

 

5,725,891

 

-

 

-

Other financial liabilities

 

20,170,972

 

20,523,099

 

20,162,544

Total

 

$143,361,874

 

$129,962,633

 

$130,257,980

 

Note:  The Company adopted IFRS 16 on January 1, 2019.  The Company elected not to restate prior periods in accordance with the transition provision in IFRS 16.


 

 

(2)  Financial risk management objectives and policies

 

The Company’s risk management objectives are to manage the market risk, credit risk and liquidity risk related to its operating activities.  The Company identifies, measures and manages the aforementioned risks based on policy and risk preference.

 

The Company has established appropriate policies, procedures and internal controls for financial risk management.  Before entering into significant financial activities, approval process by the Board of Directors and Audit Committee must be carried out based on related protocols and internal control procedures.  The Company complies with its financial risk management policies at all times.

 

(3)  Market risk

 

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices.  Market risks comprise currency risk, interest rate risk and other price risk (such as equity price risk).

 

Foreign currency risk

The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the Company’s operating activities (when revenue or expense is denominated in a different currency from the Company’s functional currency) and the Company’s net investments in foreign subsidiaries.

 

The Company applies natural hedges on the foreign currency risk arising from purchases or sales, and utilizes spot or forward exchange contracts to manage foreign currency risk and the net effect of the risks related to monetary financial assets and liabilities is minor.  The notional amounts of the foreign currency contracts are the same as the amount of the hedged items.  In principle, the Company does not carry out any forward exchange contracts for uncertain commitments.  The Company designates certain forward currency contracts as cash flow hedges to hedge its exposure to foreign currency exchange risk associated with certain highly probable forecast transactions.  On the basis of assessment, the Company expects that the value of forward currency exchange contracts and the value of the hedged transactions will change systematically in opposite directions for given changes in foreign exchange rates.  Hedge ineffectiveness in these hedging relationships mainly arises from the counterparties’ credit risk, impacting the fair value movements of the hedging instruments and hedged items.  No other sources of ineffectiveness emerged from these hedging relationships.  Furthermore, as net investments in foreign subsidiaries are for strategic purposes, they are not hedged by the Company.


 

 

The company designated certain forward exchange contracts, amounting to JPY 23 billion, to partially hedge foreign currency exchange rate risks associated with the highly probable purchase of the remaining outstanding shares of MIFS in JPY.  The Company discontinued hedge accounting when the hedging instrument expired prior to December 31, 2018.  The cash flow hedge reserve in other components of equity amounted to NT$(2) million as of September 30, 2019.

 

The foreign currency sensitivity analysis of the possible change in foreign exchange rates on the Company’s profit is performed on significant monetary items denominated in foreign currencies as of the end of the reporting period.  When NTD strengthens/weakens against USD by 10%, the profit for the nine-month periods ended September 30, 2019 and 2018 decreases/increases by NT$1,053 million and NT$1,132 million, respectively.  When RMB strengthens/weakens against USD by 10%, the profit for the nine-month periods ended September 30, 2019 and 2018 increases/decreases by NT$2,486 million and NT$2,695 million, respectively.

 

Interest rate risk

The Company is exposed to interest rate risk arising from borrowing at floating interest rates.  All of the Company’s bonds have fixed interest rates and are measured at amortized cost.  As such, changes in interest rates would not affect the future cash flows.  On the other hand, as the interest rates of the Company’s short-term and long-term bank loans are floating, changes in interest rates would affect the future cash flows but not the fair value.  Please refer to Note 6(10), 6(12) and 6(13) for the range of interest rates of the Company’s bonds and bank loans.

 

At the reporting dates, a change of 10 basis points of interest rate in a reporting period could cause the profit for the nine-month periods ended September 30, 2019 and 2018 to decrease/increase by NT$42 million and NT$35 million, respectively.

 

Equity price risk

The Company’s listed and unlisted equity securities are susceptible to market price risk arising from uncertainties about future performance of equity markets.  The Company’s equity investments are classified as financial assets at fair value through profit or loss and financial assets at fair value through other comprehensive income.

 

The sensitivity analysis for the equity instruments is based on the change in fair value as of the reporting date.  A change of 5% in the price of the aforementioned financial assets at fair value through profit or loss of listed companies could increase/decrease the Company’s profit for the nine-month periods ended September 30, 2019 and 2018 by NT$208 million and NT$204 million, respectively.  A change of 5% in the price of the aforementioned financial assets at fair value through other comprehensive income of listed companies could increase/decrease the Company’s other comprehensive income for the nine-month periods ended September 30, 2019 and 2018 by NT$645 million and NT$400 million, respectively.


 

 

(4)  Credit risk management

 

The Company only trades with approved and creditworthy third parties.  Where the Company trades with third parties which have less credit, it will request collateral from them.  It is the Company’s policy that all customers who wish to trade on credit terms are subject to credit verification procedures.  In addition, notes and accounts receivable balances are monitored on an ongoing basis to decrease the Company’s exposure to credit risk.

 

The Company mitigates the credit risks from financial institutions by limiting its counter parties to only reputable domestic or international financial institutions with good credit standing and spreading its holdings among various financial institutions.  The Company’s exposure to credit risk arising from the default of counter-parties is limited to the carrying amount of these instruments.

 

As of September 30, 2019, December 31, 2018 and September 30, 2018, accounts receivable from the top ten customers represent 52%, 54% and 53% of the total accounts receivable of the Company, respectively.  The credit concentration risk of other accounts receivable is insignificant.

 

(5)  Liquidity risk management

 

The Company’s objectives are to maintain a balance between continuity of funding and flexibility through the use of cash and cash equivalents, bank loans, bonds and lease.

 

The table below summarizes the maturity profile of the Company’s financial liabilities based on the contractual undiscounted payments and contractual maturity:

 

 

 

As of September 30, 2019

 

 

Less than

1 year

 

2 to 3

years

 

4 to 5

years

 

> 5 years

 

Total

Non-derivative financial liabilities

 

 

 

 

 

 

 

 

 

 

Short-term loans

 

$16,595,592

 

$-

 

$-

 

$-

 

$16,595,592

Payables

 

21,063,569

 

206,555

 

-

 

-

 

21,270,124

Guarantee deposits

 

26,531

 

176,247

 

-

 

83,409

 

286,187

Bonds payable

 

21,121,105

 

8,621,189

 

7,321,603

 

3,400,206

 

40,464,103

Long-term loans

 

4,641,067

 

22,894,474

 

13,314,620

 

4,591,531

 

45,441,692

Lease liabilities

 

640,999

 

1,264,618

 

1,151,159

 

3,808,533

 

6,865,309

Other financial liabilities

 

-

 

12,776,139

 

8,517,730

 

-

 

21,293,869

Total

 

$64,088,863

 

$45,939,222

 

$30,305,112

 

$11,883,679

 

$152,216,876


 

 

 

 

As of December 31, 2018

 

 

Less than

1 year

 

2 to 3

years

 

4 to 5

years

 

> 5 years

 

Total

Non-derivative financial liabilities

 

 

 

 

 

 

 

 

 

 

Short-term loans

 

$13,171,811

 

$-

 

$-

 

$-

 

$13,171,811

Payables

 

22,994,059

 

199,788

 

-

 

-

 

23,193,847

Guarantee deposits

 

52,890

 

154,787

 

15,385

 

442,731

 

665,793

Bonds payable

 

3,000,855

 

23,187,913

 

8,484,393

 

8,563,021

 

43,236,182

Long-term loans

 

4,036,260

 

10,997,829

 

17,209,849

 

4,765,719

 

37,009,657

Other financial liabilities

 

112,744

 

-

 

17,477,984

 

4,369,730

 

21,960,458

Total

 

$43,368,619

 

$34,540,317

 

$43,187,611

 

$18,141,201

 

$139,237,748

 

 

 

 

 

 

 

 

 

 

 

 

 

As of September 30, 2018

 

 

Less than

1 year

 

2 to 3

years

 

4 to 5

years

 

> 5 years

 

Total

Non-derivative financial liabilities

 

 

 

 

 

 

 

 

 

 

Short-term loans

 

$14,873,085

 

$-

 

$-

 

$-

 

$14,873,085

Payables

 

20,986,750

 

-

 

-

 

106,601

 

21,093,351

Guarantee deposits

 

36,305

 

13,973

 

30,580

 

439,938

 

520,796

Bonds payable

 

2,985,938

 

23,205,788

 

8,506,918

 

8,594,758

 

43,293,402

Long-term loans

 

4,472,060

 

9,644,761

 

15,413,967

 

8,850,434

 

38,381,222

Other financial liabilities

 

843

 

-

 

17,345,840

 

4,336,692

 

21,683,375

Total

 

$43,354,981

 

$32,864,522

 

$41,297,305

 

$22,328,423

 

$139,845,231

Derivative financial liabilities

 

 

 

 

 

 

 

 

 

 

Hedging instruments - Forward exchange contracts

 

 

 

 

 

 

 

 

 

 

Net settlement - outflow

 

$(64,315)

 

$-

 

$-

 

$-

 

$(64,315)


 

 

(6)  Foreign currency risk management

 

UMC entered into forward exchange contracts for hedging the exchange rate risk arising from the net monetary assets or liabilities denominated in foreign currency.  The details of forward exchange contracts entered into by UMC are summarized as follows:

 

As of September 30, 2019

 

None.

 

As of December 31, 2018

 

Type

 

Notional Amount

 

Contract Period

Forward exchange contracts

 

Sell USD 28 million

 

December 10, 2018~January 7, 2019

 

As of September 30, 2018

 

Type

 

Notional Amount

 

Contract Period

Forward exchange contracts

 

Sell USD 96 million

 

September 4, 2018~October 9, 2018

 

(7)  Fair value of financial instruments

 

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.  The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either in the principal market for the asset or liability, or in the absence of a principal market, in the most advantageous market for the asset or liability.

 

The principal or the most advantageous market must be accessible by the Company.

 

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

 

A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

 

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.


 

 

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

 

Level 1 —   Quoted (unadjusted) market prices in active markets for identical assets or liabilities;

Level 2 —   Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable;

Level 3 —   Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

 

For assets and liabilities that are recognized in the financial statements on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

 

a. Assets and liabilities measured and recorded at fair value on a recurring basis:

 

 

 

As of September 30, 2019

 

 

Level 1

 

Level 2

 

Level 3

 

Total

Financial assets:

 

 

 

 

 

 

 

 

Financial assets at fair value through profit or loss, current

 

$575,792

 

$58,148

 

$-

 

$633,940

Financial assets at fair value through profit or loss, noncurrent

 

4,187,843

 

70,421

 

8,126,968

 

12,385,232

Financial assets at fair value through other comprehensive income, noncurrent

 

12,890,850

 

-

 

3,336,543

 

16,227,393

 

 

 

 

 

 

 

 

 

 

 

As of December 31, 2018

 

 

Level 1

 

Level 2

 

Level 3

 

Total

Financial assets:

 

 

 

 

 

 

 

 

Financial assets at fair value through profit or loss, current

 

$493,481

 

$34,969

 

$-

 

$528,450

Financial assets at fair value through profit or loss, noncurrent

 

3,612,243

 

44,597

 

7,899,007

 

11,555,847

Financial assets at fair value through other comprehensive income, noncurrent

 

8,166,277

 

-

 

3,419,200

 

11,585,477

 

 

 

 

 

 

 

 

 

 

 

As of September 30, 2018

 

 

Level 1

 

Level 2

 

Level 3

 

Total

Financial assets:

 

 

 

 

 

 

 

 

Financial assets at fair value through profit or loss, current

 

$367,009

 

$55,317

 

$-

 

$422,326

Financial assets at fair value through profit or loss, noncurrent

 

4,181,431

 

42,652

 

8,284,596

 

12,508,679

Financial assets at fair value through other comprehensive income, noncurrent

 

7,996,582

 

-

 

3,726,408

 

11,722,990

Financial liabilities:

 

 

 

 

 

 

 

 

Hedging financial liabilities, current

 

-

 

64,315

 

-

 

64,315


 

 

Fair values of financial assets at fair value through profit or loss and financial assets at fair value through other comprehensive income that are categorized into level 1 are based on the quoted market prices in active markets.  If there is no active market, the Company estimates the fair value by using the valuation techniques (income approach and market approach) in consideration of cash flow forecast, recent fund raising activities, valuation of similar companies, individual company’s development, market conditions and other economic indicators.  If there are restrictions on the sale or transfer of a financial asset, which are a characteristic of the asset, the fair value of the asset will be determined based on similar but unrestricted financial assets’ quoted market price with appropriate discounts for the restrictions.  To measure fair values, if the lowest level input that is significant to the fair value measurement is directly or indirectly observable, then the financial assets are classified as Level 2 of the fair value hierarchy, otherwise as Level 3.

 

During the nine-month periods ended September 30, 2019 and 2018, there were no significant transfers between Level 1 and Level 2 fair value measurements.


 

 

Reconciliations for fair value measurement in Level 3 fair value hierarchy were as follows:

 

 

 

Financial assets at fair value through profit or loss

 

Financial assets at fair value through other comprehensive income

 

 

Option

 

Common stock

 

Preferred stock

 

Funds

 

Total

 

Common stock

 

Preferred stock

 

Total

As of January 1, 2019

 

$-

 

$3,077,691

 

$2,971,528

 

$1,849,788

 

$7,899,007

 

$3,235,174

 

$184,026

 

$3,419,200

Recognized in profit (loss)

 

-

 

(118,983)

 

287,431

 

(41,609)

 

126,839

 

-

 

-

 

-

Recognized in other comprehensive income (loss)

 

-

 

-

 

-

 

-

 

-

 

(72,881)

 

(9,776)

 

(82,657)

Acquisition

 

-

 

124,477

 

110,751

 

139,218

 

374,446

 

-

 

-

 

-

Disposal

 

-

 

(1,475)

 

(280,716)

 

-

 

(282,191)

 

-

 

-

 

-

Return of capital

 

-

 

(14,954)

 

-

 

-

 

(14,954)

 

-

 

-

 

-

Exchange effect

 

-

 

5,805

 

14,955

 

3,061

 

23,821

 

-

 

-

 

-

As of September 30, 2019

 

$-

 

$3,072,561

 

$3,103,949

 

$1,950,458

 

$8,126,968

 

$3,162,293

 

$174,250

 

$3,336,543

 

 

 

Financial assets at fair value through profit or loss

 

Financial assets at fair value through other comprehensive income

 

 

Option

 

Common stock

 

Preferred stock

 

Funds

 

Total

 

Common stock

 

Preferred stock

 

Total

As of January 1, 2018

 

$31,605

 

$3,832,537

 

$2,994,294

 

$1,183,940

 

$8,042,376

 

$3,350,694

 

$233,326

 

$3,584,020

Recognized in profit (loss)

 

(31,605)

 

(309,808)

 

(25,174)

 

75,239

 

(291,348)

 

-

 

-

 

-

Recognized in other comprehensive income (loss)

 

-

 

-

 

-

 

-

 

-

 

143,719

 

(1,331)

 

142,388

Acquisition

 

-

 

113,332

 

569,583

 

525,595

 

1,208,510

 

-

 

-

 

-

Disposal

 

-

 

(83,953)

 

(221,237)

 

-

 

(305,190)

 

-

 

-

 

-

Return of capital

 

-

 

(22,954)

 

-

 

-

 

(22,954)

 

-

 

-

 

-

Transfer to Level 3

 

-

 

22,050

 

-

 

-

 

22,050

 

-

 

-

 

-

Transfer out of Level 3

 

-

 

(442,138)

 

-

 

-

 

(442,138)

 

-

 

-

 

-

Exchange effect

 

-

 

16,391

 

45,754

 

11,145

 

73,290

 

-

 

-

 

-

As of September 30, 2018

 

$-

 

$3,125,457

 

$3,363,220

 

$1,795,919

 

$8,284,596

 

$3,494,413

 

$231,995

 

$3,726,408

 

Recognized as part of profit (loss) above, the profit (loss) from financial assets still held by the Company as of September 30, 2019 and 2018 were NT$20 million and NT$(165) million, respectively.

 

Recognized as part of other comprehensive income (loss) above, the income (loss)  from financial assets still held by the Company as of September 30, 2019 and 2018 were NT$(83) million and NT$142 million, respectively.

 

The Company’s policy to recognize the transfer into and out of fair value hierarchy levels is based on the event or changes in circumstances that caused the transfer.


 

 

Significant unobservable inputs of fair value measurement in Level 3 fair value hierarchy were as follow:

 

As of September 30, 2019

Category of equity securities

 

Valuation technique

 

Significant unobservable inputs

 

Quantitative information

 

Interrelationship between inputs and fair value

 

Sensitivity analysis of interrelationship between inputs and fair value

Unlisted stock

 

Market Approach

 

Discount for lack of marketability

 

0%~50%

 

The greater degree of lack of marketability, the lower the estimated fair value is determined.

 

A change of 5% in the discount for lack of marketability of the aforementioned fair values of unlisted stocks could decrease/increase the Company’s profit (loss) for the nine-month period ended September 30, 2019 by NT$261 million and NT$203 million, respectively.  Other comprehensive income (loss) for the nine-month period ended September 30, 2019 by NT$229 million.

 

As of September 30, 2018

Category of equity securities

 

Valuation technique

 

Significant unobservable inputs

 

Quantitative information

 

Interrelationship between inputs and fair value

 

Sensitivity analysis of interrelationship between inputs and fair value

Unlisted stock

 

Market Approach

 

Discount for lack of marketability

 

15%~50%

 

The greater degree of lack of marketability, the lower the estimated fair value is determined.

 

A change of 5% in the discount for lack of marketability of the aforementioned fair values of unlisted stocks could decrease/increase the Company’s profit (loss) and other comprehensive income (loss) for the nine -month period ended September 30, 2018 by NT$349 million and by NT$263 million, respectively.


 

 

b. Assets and liabilities not recorded at fair value but for which fair value is disclosed:

 

The fair value of bonds payable is estimated by the market price or using a valuation model.  The model uses market-based observable inputs including share price, volatility, credit spread and risk-free interest rates.  The fair value of long-term loans is determined using discounted cash flow model, based on the Company’s current incremental borrowing rates of similar loans.

 

The fair values of the Company’s short-term financial instruments including cash and cash equivalents, receivables, refundable deposits, other financial assets-current, short-term loans, payables and guarantee deposits approximate their carrying amount due to their maturities within one year.

 

As of September 30, 2019

 

 

 

 

 

Fair value measurements during

reporting period using

 

 

Items

 

Fair value

 

Level 1

 

Level 2

 

Level 3

 

Carrying amount

Bonds payables (current portion included)

 

$39,499,496

 

$21,351,142

 

$18,148,354

 

$-

 

$39,152,728

Long-term loans (current portion included)

 

39,676,118

 

-

 

39,676,118

 

-

 

39,676,118

 

As of December 31, 2018

 

 

 

 

 

Fair value measurements during

reporting period using

 

 

Items

 

Fair value

 

Level 1

 

Level 2

 

Level 3

 

Carrying amount

Bonds payables (current portion included)

 

$41,714,368

 

$23,929,019

 

$17,785,349

 

$-

 

$41,378,182

Long-term loans (current portion included)

 

30,826,215

 

-

 

30,826,215

 

-

 

30,826,215

 

As of September 30, 2018

 

 

 

 

 

Fair value measurements during

reporting period using

 

 

Items

 

Fair value

 

Level 1

 

Level 2

 

Level 3

 

Carrying amount

Bonds payables (current portion included)

 

$42,129,376

 

$23,950,473

 

$18,178,903

 

$-

 

$41,287,378

Long-term loans (current portion included)

 

31,681,390

 

-

 

31,681,390

 

-

 

31,681,390


 

 

(8)   Significant financial assets and liabilities denominated in foreign currencies

 

 

 

As of

 

September 30, 2019

 

December 31, 2018

 

Foreign Currency (thousand)

 

Exchange Rate

 

NTD (thousand)

 

Foreign Currency (thousand)

 

Exchange  Rate

 

NTD (thousand)

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

Monetary items

 

 

 

 

 

 

 

 

 

 

 

USD

$1,606,285

 

30.97

 

$49,746,660

 

$1,536,283

 

30.67

 

$47,117,775

JPY

59,060,008

 

0.2859

 

16,885,257

 

19,954,240

 

0.2764

 

5,515,352

EUR

2,831

 

33.69

 

95,375

 

2,669

 

35.01

 

93,450

SGD

51,424

 

22.37

 

1,150,336

 

34,325

 

22.41

 

769,217

RMB

4,923,881

 

4.33

 

21,335,178

 

4,089,229

 

4.45

 

18,184,800

 

 

 

 

 

 

 

 

 

 

 

 

Non-Monetary items

 

 

 

 

 

 

 

 

 

 

 

USD

225,694

 

30.97

 

6,989,722

 

215,146

 

30.67

 

6,598,528

JPY

7,704,588

 

0.2859

 

2,202,741

 

8,466,263

 

0.2764

 

2,340,075

SGD

7,789

 

22.37

 

174,250

 

8,212

 

22.41

 

184,025

RMB

48,761

 

4.33

 

211,281

 

49,506

 

4.45

 

220,152

 

 

 

 

 

 

 

 

 

 

 

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

Monetary items

 

 

 

 

 

 

 

 

 

 

 

USD

299,707

 

31.07

 

9,311,908

 

322,705

 

30.77

 

9,929,626

JPY

18,798,022

 

0.2900

 

5,451,427

 

3,875,144

 

0.2805

 

1,086,978

EUR

4,184

 

34.09

 

142,647

 

13,721

 

35.41

 

485,880

SGD

89,113

 

22.55

 

2,009,475

 

39,650

 

22.59

 

895,677

RMB

16,112,098

 

4.38

 

70,619,325

 

14,332,554

 

4.50

 

64,453,497

 

 

 

 

 

 

 

 

 

 

 

 

The exchange gain or loss from monetary financial assets and liabilities

 

 

 

 

 

 

 

 

 

 

 

USD

 

 

 

 

254,777

 

 

 

 

 

635,992

JPY

 

 

 

 

38,977

 

 

 

 

 

39,116

EUR

 

 

 

 

6,722

 

 

 

 

 

8,133

SGD

 

 

 

 

(6,719)

 

 

 

 

 

4,473

RMB

 

 

 

 

(722,579)

 

 

 

 

 

(1,044,912)

Other

 

 

 

 

1,841

 

 

 

 

 

205


 

 

 

 

 

 

 

As of

 

 

September 30, 2018

 

 

Foreign Currency (thousand)

 

Exchange Rate

 

NTD (thousand)

Financial Assets

 

 

 

 

 

 

Monetary items

 

 

 

 

 

 

USD

 

$1,441,953

 

30.48

 

$43,950,737

JPY

 

15,821,153

 

0.2674

 

4,230,577

EUR

 

3,694

 

35.30

 

130,387

SGD

 

28,934

 

22.26

 

644,072

RMB

 

5,452,588

 

4.41

 

24,062,271

 

 

 

 

 

 

 

Non-Monetary items

 

 

 

 

 

 

USD

 

233,024

 

30.48

 

7,102,577

JPY

 

8,810,411

 

0.2674

 

2,355,904

SGD

 

10,422

 

22.26

 

231,995

RMB

 

49,734

 

4.41

 

219,476

 

 

 

 

 

 

 

Financial Liabilities

 

 

 

 

 

 

Monetary items

 

 

 

 

 

 

USD

 

310,455

 

30.58

 

9,493,816

JPY

 

3,245,775

 

0.2715

 

881,229

EUR

 

4,341

 

35.70

 

154,992

SGD

 

41,171

 

22.44

 

923,872

RMB

 

15,104,450

 

4.46

 

67,411,163

 

 

 

 

 

 

 

The exchange gain or loss from monetary financial assets and liabilities

 

 

 

 

 

 

USD

 

 

 

 

 

524,566

JPY

 

 

 

 

 

(52,604)

EUR

 

 

 

 

 

10,751

SGD

 

 

 

 

 

4,088

RMB

 

 

 

 

 

(1,147,770)

Other

 

 

 

 

 

(53)

 

(9)  Significant intercompany transactions among consolidated entities for nine-month periods ended September 30, 2019 and 2018 are disclosed in Attachment 1.


 

 

(10) Capital management

 

The primary objective of the Company’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios to support its business and maximize the stockholders’ value.  The Company also ensures its ability to operate continuously to provide returns to stockholders and the interests of other related parties, while maintaining the optimal capital structure to reduce costs of capital.

 

To maintain or adjust the capital structure, the Company may adjust the dividend payment to stockholders, return capital to stockholders, issue new shares or dispose assets to redeem liabilities.

 

Similar to its peers, the Company monitors its capital based on debt to capital ratio.  The ratio is calculated as the Company’s net debt divided by its total capital.  The net debt is derived by taking the total liabilities on the consolidated balance sheets minus cash and cash equivalents.  The total capital consists of total equity (including capital, additional paid-in capital, retained earnings, other components of equity and non-controlling interests) plus net debt.

 

The Company’s strategy, which is unchanged for the reporting periods, is to maintain a reasonable ratio in order to raise capital with reasonable cost.  The debt to capital ratios as of September 30, 2019, December 31, 2018 and September 30, 2018 were as follows:

 

 

 

As of

 

 

September 30,

2019

 

December 31,

2018

 

September 30,

2018

Total liabilities

 

$169,000,173

 

$158,068,415

 

$160,111,263

Less: Cash and cash equivalents

 

(86,754,723)

 

(83,661,739)

 

(81,520,158)

Net debt

 

82,245,450

 

74,406,676

 

78,591,105

Total equity

 

205,044,294

 

206,536,491

 

212,557,966

Total capital

 

$287,289,744

 

$280,943,167

 

$291,149,071

Debt to capital ratios

 

28.63%

 

26.48%

 

26.99%

 

13.  ADDITIONAL DISCLOSURES

 

(1)  The following are additional disclosures for the Company and its affiliates as required by the R.O.C. Securities and Futures Bureau:

 

a. Financing provided to others for the nine-month period ended September 30, 2019: Please refer to Attachment 2.


 

 

b. Endorsement/Guarantee provided to others for the nine-month period ended September 30, 2019: Please refer to Attachment 3.

 

c. Securities held as of September 30, 2019 (excluding subsidiaries, associates and joint venture): Please refer to Attachment 4.

 

d. Individual securities acquired or disposed of with accumulated amount exceeding the lower of NT$300 million or 20 percent of the capital stock for the nine-month period ended September 30, 2019: Please refer to Attachment 5.

 

e. Acquisition of individual real estate with amount exceeding the lower of NT$300 million or 20 percent of the capital stock for the nine-month period ended September 30, 2019: Please refer to Attachment 6.

 

f.  Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20 percent of the capital stock for the nine-month period ended September 30, 2019: Please refer to Attachment 7.

 

g. Related party transactions for purchases and sales amounts exceeding the lower of NT$100 million or 20 percent of the capital stock for the nine-month period ended September 30, 2019: Please refer to Attachment 8.

 

h. Receivables from related parties with amounts exceeding the lower of NT$100 million or 20 percent of capital stock as of September 30, 2019: Please refer to Attachment 9.

 

i.  Names, locations and related information of investees as of September 30, 2019 (excluding investment in Mainland China): Please refer to Attachment 10.

 

j.  Financial instruments and derivative transactions: Please refer to Note 12.

 

(2)  Investment in Mainland China

 

a. Investee company name, main businesses and products, total amount of capital, method of investment, accumulated inflow and outflow of investments from Taiwan, net income (loss) of investee company, percentage of ownership, investment income (loss), carrying amount of investments, cumulated inward remittance of earnings and limits on investment in Mainland China: Please refer to Attachment 11.

 

b. Directly or indirectly significant transactions through third regions with the investees in Mainland China, including price, payment terms, unrealized gain or loss, and other events with significant effects on the operating results and financial condition: Please refer to Attachment 1, Attachment 2, Attachment 3 and Attachment 8.


 

 

14.  OPERATING SEGMENT INFORMATION

 

The Company determined its operating segments based on business activities with discrete financial information regularly reported through the Company’s internal reporting protocols to the Company’s chief operating decision maker.  The Company is organized into business units based on its products and services.  As of September 30, 2019, the Company had the following segments: wafer fabrication and new business.  The operating segment information was prepared according to the accounting policies described in Note 4.  The primary operating activity of the wafer fabrication segment is the manufacture of chips to the design specifications of our customers by using our own proprietary processes and techniques.  The Company maintains a diversified customer base across industries, including communication, consumer electronics, computer, memory and others, while continuing to focus on manufacturing for high growth, large volume applications, including networking, telecommunications, internet, multimedia, PCs and graphics.  New business segment primarily includes researching, developing, manufacturing, and providing solar energy.

 

Reportable segment information for the three-month and nine-month periods ended September 30, 2019 and 2018 were as follows:

 

 

 

For the three-month period ended September 30, 2019

 

 

Wafer Fabrication

 

New Business

 

Subtotal

 

Adjustment and Elimination

 

Consolidated

Operating revenues from external customers

 

$37,730,926

 

$7,514

 

$37,738,440

 

$-

 

$37,738,440

Segment net income (loss), net of tax

 

1,944,297

 

(115,714)

 

1,828,583

 

109,826

 

1,938,409

Acquisition of property, plant and equipment

 

3,550,237

 

-

 

3,550,237

 

-

 

3,550,237

Acquisition of intangible assets

 

731,761

 

-

 

731,761

 

-

 

731,761

Cash payments for the principal portion of the lease liability

 

150,264

 

4,638

 

154,902

 

-

 

154,902

Depreciation

 

11,499,367

 

33,878

 

11,533,245

 

-

 

11,533,245

Share of profit or loss of associates and joint ventures

 

(921)

 

-

 

(921)

 

109,826

 

108,905

Income tax expense (benefit)

 

17,845

 

21,131

 

38,976

 

-

 

38,976


 

 

 

 

For the three-month period ended September 30, 2018

 

 

Wafer Fabrication

 

New Business

 

Subtotal

 

Adjustment and Elimination

 

Consolidated

Operating revenues from external customers

 

$39,328,727

 

$57,929

 

$39,386,656

 

$-

 

$39,386,656

Operating revenues from sales among intersegments

 

-

 

1,925

 

1,925

 

(1,925)

 

-

Segment net income (loss), net of tax

 

207,607

 

(91,453)

 

116,154

 

80,704

 

196,858

Acquisition of property, plant and equipment

 

5,612,233

 

-

 

5,612,233

 

-

 

5,612,233

Depreciation

 

12,432,730

 

37,458

 

12,470,188

 

-

 

12,470,188

Share of profit or loss of associates and joint ventures

 

112,478

 

-

 

112,478

 

80,704

 

193,182

Income tax expense (benefit)

 

631,053

 

612

 

631,665

 

-

 

631,665

 

 

 

For the nine-month period ended September 30, 2019

 

 

Wafer Fabrication

 

New Business

 

Subtotal

 

Adjustment and Elimination

 

Consolidated

Operating revenues from external customers

 

$106,292,701

 

$59,882

 

$106,352,583

 

$-

 

$106,352,583

Segment net income (loss), net of tax

 

2,997,437

 

(382,960)

 

2,614,477

 

358,923

 

2,973,400

Acquisition of property, plant and equipment

 

13,016,979

 

-

 

13,016,979

 

-

 

13,016,979

Acquisition of intangible assets

 

1,508,795

 

-

 

1,508,795

 

-

 

1,508,795

Cash payments for the principal portion of the lease liability

 

435,152

 

14,005

 

449,157

 

-

 

449,157

Depreciation

 

35,057,561

 

104,131

 

35,161,692

 

-

 

35,161,692

Share of profit or loss of associates and joint ventures

 

146,990

 

-

 

146,990

 

358,923

 

505,913

Income tax expense (benefit)

 

(222,738)

 

20,517

 

(202,221)

 

-

 

(202,221)

Impairment loss

 

-

 

85,202

 

85,202

 

-

 

85,202


 

 

 

 

For the nine-month period ended September 30, 2018

 

 

Wafer Fabrication

 

New Business

 

Subtotal

 

Adjustment and Elimination

 

Consolidated

Operating revenue from external customers

 

$115,532,965

 

$202,405

 

$115,735,370

 

$-

 

$115,735,370

Operating revenue from sales among intersegments

 

-

 

16,154

 

16,154

 

(16,154)

 

-

Segment net income (loss), net of tax

 

5,678,113

 

(472,109)

 

5,206,004

 

437,188

 

5,643,192

Acquisition of property, plant and equipment

 

15,229,219

 

-

 

15,229,219

 

-

 

15,229,219

Depreciation

 

37,922,850

 

133,506

 

38,056,356

 

-

 

38,056,356

Share of profit or loss of associates and joint ventures

 

66,389

 

(23,244)

 

43,145

 

437,188

 

480,333

Income tax expense (benefit)

 

(870,857)

 

(1,165)

 

(872,022)

 

-

 

(872,022)

 

 

 

As of September 30, 2019

 

 

Wafer Fabrication

 

New Business

 

Subtotal

 

Adjustment and Elimination (Note)

 

Consolidated

Segment assets

 

$372,982,212

 

$1,011,150

 

$373,993,362

 

$51,105

 

$374,044,467

Segment liabilities

 

$167,921,280

 

$1,199,138

 

$169,120,418

 

$(120,245)

 

$169,000,173

 

 

 

As of December 31, 2018

 

 

Wafer Fabrication

 

New Business

 

Subtotal

 

Adjustment and Elimination (Note)

 

Consolidated

Segment assets

 

$363,529,040

 

$1,263,368

 

$364,792,408

 

$(187,502)

 

$364,604,906

Segment liabilities

 

$157,000,054

 

$1,068,722

 

$158,068,776

 

$(361)

 

$158,068,415

 

 

 

As of September 30, 2018

 

 

Wafer Fabrication

 

New Business

 

Subtotal

 

Adjustment and Elimination (Note)

 

Consolidated

Segment assets

 

$371,491,269

 

$1,613,797

 

$373,105,066

 

$(435,837)

 

$372,669,229

Segment liabilities

 

$158,958,306

 

$1,244,434

 

$160,202,740

 

$(91,477)

 

$160,111,263

 

Note: The adjustment primarily consisted of elimination entries for wafer fabrication segment’s investments in new business segment that was accounted for under the equity method.


 
 

ATTACHMENT 1 (Significant intercompany transactions between consolidated entities)

 (Amount in thousand; Currency denomination in NTD or in foreign currencies)

                             

For the nine-month period ended September 30, 2019

                             
   

Related party

 

Counterparty

 

Relationship with
the Company
(Note 2)

 

Transactions

No.
(Note 1)

       

Account

 

Amount

 

Collection periods
(Note 3)

 

Percentage of consolidated operating
revenues or consolidated total assets
(Note 4)

             

0

 

UNITED MICROELECTRONICS CORPORATION

 

UMC GROUP (USA)

 

1

 

Sales

 

$35,623,821

 

Net 60 days

 

33%

0

 

UNITED MICROELECTRONICS CORPORATION

 

UMC GROUP (USA)

 

1

 

Accounts receivable

 

7,753,210

 

-

 

2%

0

 

UNITED MICROELECTRONICS CORPORATION

 

UMC GROUP JAPAN

 

1

 

Sales

 

2,998,535

 

Net 60 days

 

3%

0

 

UNITED MICROELECTRONICS CORPORATION

 

UMC GROUP JAPAN

 

1

 

Accounts receivable

 

608,413

 

-

 

0%

0

 

UNITED MICROELECTRONICS CORPORATION

 

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

 

1

 

Sales

 

907,467
(Note 5)

 

Net 30 days

 

1%

0

 

UNITED MICROELECTRONICS CORPORATION

 

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

 

1

 

Accounts receivable

 

28,914

 

-

 

0%

1

 

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

 

UMC GROUP (USA)

 

3

 

Sales

 

570,409

 

Net 60 days

 

1%

2

 

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

 

UMC GROUP (USA)

 

3

 

Sales

 

123,523

 

Net 60 days

 

0%

2

 

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

 

UMC GROUP (USA)

 

3

 

Accounts receivable

 

30,800

 

-

 

0%

2

 

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

 

UMC GROUP JAPAN

 

3

 

Sales

 

179,689

 

Net 60 days

 

0%

2

 

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

 

UMC GROUP JAPAN

 

3

 

Accounts receivable

 

48,505

 

-

 

0%

                             

For the nine-month period ended September 30, 2018

                             
   

Related party

 

Counterparty

 

Relationship with
the Company
(Note 2)

 

Transactions

No.
(Note 1)

       

Account

 

Amount

 

Collection periods
(Note 3)

 

Percentage of consolidated operating
revenues or consolidated total assets
(Note 4)

             

0

 

UNITED MICROELECTRONICS CORPORATION

 

UMC GROUP (USA)

 

1

 

Sales

 

$43,416,250

 

Net 60 days

 

38%

0

 

UNITED MICROELECTRONICS CORPORATION

 

UMC GROUP (USA)

 

1

 

Accounts receivable

 

6,928,503

 

-

 

2%

0

 

UNITED MICROELECTRONICS CORPORATION

 

UMC GROUP JAPAN

 

1

 

Sales

 

3,046,577

 

Net 60 days

 

3%

0

 

UNITED MICROELECTRONICS CORPORATION

 

UMC GROUP JAPAN

 

1

 

Accounts receivable

 

732,362

 

-

 

0%

0

UNITED MICROELECTRONICS CORPORATION

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

1

Sales

1,036,687
(Note 5)

 

Net 30 days

 

1%

0

 

UNITED MICROELECTRONICS CORPORATION

 

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

 

1

 

Accounts receivable

 

24,661

 

-

 

0%

1

 

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

 

UMC GROUP (USA)

 

3

 

Sales

 

483,536

 

Net 60 days

 

0%

1

 

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

 

UMC GROUP (USA)

 

3

 

Accounts receivable

 

87,980

 

-

 

0%

2

 

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

 

UMC GROUP (USA)

 

3

 

Sales

 

246,337

 

Net 60 days

 

0%

2

 

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

 

UMC GROUP (USA)

 

3

 

Accounts receivable

 

38,798

 

-

 

0%

2

 

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

 

UMC GROUP JAPAN

 

3

 

Sales

 

181,558

 

Net 60 days

 

0%

2

 

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

 

UMC GROUP JAPAN

 

3

 

Accounts receivable

 

49,128

 

-

 

0%

                             

Note 1: UMC and its subsidiaries are coded as follows:

             1. UMC is coded "0".

             2. The subsidiaries are coded consecutively beginning from "1" in the order presented in the table above.

Note 2: Transactions are categorized as follows:

             1. The holding company to subsidiary.

             2. Subsidiary to holding company.

             3. Subsidiary to subsidiary.

Note 3: The sales price to the above related parties was determined through mutual agreement in reference to market conditions.

Note 4: The percentage with respect to the consolidated asset/liability for transactions of balance sheet items are based on each item's balance at period-end.

             For profit or loss items, cumulative balances are used as basis.

Note 5: UMC authorized technology licenses to its subsidiary, UNITED SEMICONDUCTOR (XIAMEN) CO., LTD., in the amount of USD 0.35 billion which was recognized as deferred revenue.

             Since it was a downstream transaction, the deferred revenue would be realized over time.


 
 

ATTACHMENT 2 (Financing provided to others for the nine-month period ended September 30, 2019)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                                                 

UNITED MICROELECTRONICS CORPORATION

                                                   

Collateral

       

No.
(Note 1)

 

Lender

 

Counter-party

 

Financial statement account

 

Related Party

 

Maximum balance for the period

 

 Ending balance

 

Actual amount provided

 

Interest rate

 

Nature of financing

 

Amount of sales to (purchases from) counter-party

 

 Reason for financing

 

Loss allowance

 

 

 

 Limit of financing amount for individual counter-party (Note2)

 

 Limit of total financing amount (Note2)

                         

Item

 

Value

   

0

 

UNITED MICROELECTRONICS CORPORATION

 

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

 

Other receivables - related parties

 

Yes

 

$7,742,500

 

$7,742,500

 

$1,238,800

 

2.87%-3.06%

 

The need for short-term financing

 

$-

 

Business turnover

 

$-

 

None

 

$-

 

$20,463,890

 

$81,855,558

                                                                 

TERA ENERGY DEVELOPMENT CO., LTD.

                                                   

Collateral

       

No.
(Note 1)

 

Lender

 

Counter-party

 

Financial statement account

 

Related Party

 

Maximum balance for the period

 

 Ending balance

 

Actual amount provided

 

Interest rate

 

Nature of financing

 

Amount of sales to (purchases from) counter-party

 

 Reason for financing

 

Loss allowance

 

 

 

 Limit of financing amount for individual counter-party (Note3)

 

 Limit of total financing amount (Note3)

 
                         

Item

 

Value

   

1

 

TERA ENERGY DEVELOPMENT CO., LTD.

 

TIPPING POINT ENERGY COC PPA SPE-1,LLC

 

Other receivables

 

No

 

$2,423

 

$2,423

 

$2,423

 

9.00%

 

Needs for operation

 

$2,423

 

 -

 

$2,423

 

None

 

$-

 

$2,423

 

$32,659

                                                                 

Note 1: The parent company and its subsidiaries are coded as follows:

            (i)   The parent company is coded "0".

            (ii)  The subsidiaries are coded consecutively beginning from "1" in the order presented in the table above.

Note 2: Limit of financing amount for individual counter-party shall not exceed 10% of the lender's net assets value as of the period.

             Limit of total financing amount shall not exceed 40% of the Company’s net asset value.

Note 3: Limit of financing amount for individual counter-party shall not exceed 10% of the lender's net assets value as of the period or the needed amount for operation, which is lower.

             Limit of total financing amount shall not exceed 40% of latest financial statements of lender.

 

 


 
 

ATTACHMENT 3 (Endorsement/Guarantee provided to others for the nine-month period ended September 30, 2019)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                         

UNITED MICROELECTRONICS CORPORATION

 

No.
(Note 1)

 

Endorsor/Guarantor

 

Receiving party

 

Limit of guarantee/endorsement amount for receiving party (Note 3)

 

Maximum balance for the period

             

 Percentage of accumulated guarantee amount to net assets value from the latest financial statement

 

Limit of total guarantee/endorsement amount (Note 4)

   

Company name

 

Releationship
(Note 2)

     

 Ending balance

 

Actual amount
provided

 

Amount of collateral guarantee/endorsement

   

0

 

UNITED MICROELECTRONICS
CORPORATION

 

NEXPOWER TECHNOLOGY CORP.

 

2

 

$92,087,503

 

$2,448,000

 

$748,000
(Note 5)

 

$747,900
(Note 5)

 

 $-   

 

0.37%

 

$92,087,503

0

 

UNITED MICROELECTRONICS
CORPORATION

 

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

 

2

 

92,087,503

 

15,577,910

 

 14,772,690
(Note 6)

 

 14,517,875
(Note 6)

 

 -  

 

7.22%

 

92,087,503

                                         

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.]

 

No.
(Note 1)

 

Endorsor/Guarantor

 

Receiving party

 

Limit of guarantee/endorsement amount for receiving party (Note 7)

 

Maximum balance for the period

             

 Percentage of accumulated guarantee amount to net assets value from the latest financial statement

 

Limit of total guarantee/endorsement amount (Note 7)

   

Company name

 

Releationship
(Note 2)

     

 Ending balance

 

Actual amount
provided

 

Amount of collateral guarantee/endorsement

   

1

 

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

 

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

 

6

 

$10,076,080

 

$9,108,824

 

$9,108,824

 

$4,148,343

 

 $-     

 

40.68%

 

$10,076,080

                                         

Note 1: The parent company and its subsidiaries are coded as follows:

              1. The parent company is coded "0".

              2. The subsidiaries are coded consecutively beginning from "1" in the order presented in the table above.

Note 2: According to the "Guidelines Governing the Preparation of Financial Reports by Securities Issuers" issued by the R.O.C. Securities and Futures Bureau, receiving parties should be disclosed as one of the following:

              1. A company with which it does business.

              2. A company in which the public company directly and indirectly holds more than 50% of the voting shares.

              3. A company that directly and indirectly holds more than 50 % of the voting shares in the public company.

              4. A company in which the public company holds, directly or indirectly, 90% or more of the voting shares.

              5. A company that fulfills its contractual obligations by providing mutual endorsements/guarantees for another company in the same industry or for joint builders for purposes of undertaking a construction project.

              6. A company that all capital contributing shareholders make endorsements/ guarantees for their jointly invested company in proportion to their shareholding percentages.

              7. Companies in the same industry provide among themselves joint and several security for a performance guarantee of a sales contract for pre-construction homes pursuant to the Consumer Protection Act for each other.

Note 3: The amount of endorsements/guarantees shall not exceed 45% of the net worth of endorsor/guarantor; and the ceilings on the amount of endorsements/guarantees for any single entity are as follows:

              1. The amount of endorsements/guarantees for any single entity shall not exceed 45% of net worth of endorsor/guarantor.

              2. The amount of endorsements/guarantees for a company which endorsor/guarantor does business with, except the ceiling rules abovementioned shall not exceed the needed amounts arising from business dealings which is the higher amount of total sales or purchase transactions between endorsor/guarantor and the receiving party.

              The aggregate amount of endorsements/guarantees that the Company as a whole is permitted to make shall not exceed 45% of the Company's net worth, and the aggregate amount of endorsements/guarantees for any single entity shall not exceed 45% of the Company's net worth.

Note 4: Limit of total guarantee/endorsement amount shall not exceed 45% of UMC's net assets value as of Septmeber 30, 2019.

Note 5: On December 24, 2014, the board of directors resolved to provide endorsement to NEXPOWER TECHNOLOGY CORP.'s syndicated loan from banks including Bank of Taiwan for the amount up to NT$1,700 million, it has been fully repaid in January 2019.

             On December 12, 2018, the board of directors resolved to increase the endorsement amounted to NT$748 million. As of September 30, 2019, actual amount provided was NT$748 million.

Note 6: On Feburary 22, 2017, the board of directors resolved to guarantee UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.'s syndicated loan from banks including China Development Bank in the amount up to USD 310 million.

             On March 7, 2018, the board of directors resolved to increase the endorsement amounted to USD 152 million, on October 24, 2018, the board of directors resolved to increase the endorsement amounted to USD 41 million.

             On July 24, 2019, the board of directors resolved to decrease the endorsement amounted to USD 26 million. Total endorsement amount is up to USD 477 million.

             As of September 30, 2019, actual amount provided was NT$14,518 million.

Note 7: Limit of total endorsed/guaranteed amount shall not exceed 45% of HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.'s net assets value as of September 30, 2019.

             The amount of endorsements/guarantees for any single entity shall not exceed 45% of net worth of  HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.'s net assets value as of September 30, 2019.

             The aggregate amount of endorsements/guarantees that the Company as a whole is permitted to make shall not exceed 45% of the Company's net worth, and the aggregate amount of endorsements/guarantees for any single entity shall not exceed 45% of the Company's net worth.


 
 

ATTACHMENT 4 (Securities held as of September 30, 2019) (Excluding subsidiaries, associates and joint ventures)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                     

UNITED MICROELECTRONICS CORPORATION

 
               

September 30, 2019

   

Type of securities

 

Name of securities

 

 Relationship

 

Financial statement account

 

Units (thousand)/ bonds/ shares (thousand)

 

Carrying amount

 

Percentage of ownership (%)

 

Fair value/
Net assets value

Shares as collateral
(thousand)

Stock

 

ACTION ELECTRONICS CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, current

 

18,182

   

$122,548

 

6.56

   

$122,548

 

None

Fund

 

MILLERFUL NO.1 REAL ESTATE INVESTMENT TRUST

 

-

 

Financial assets at fair value through profit or loss, current

 

18,000

   

181,620

 

1.70

   

181,620

 

None

Stock

 

PIXART IMAGING, INC.

 

-

 

Financial assets at fair value through profit or loss, current

 

1,600

   

178,400

 

1.17

   

178,400

 

None

Stock

 

KING YUAN ELECTRONICS CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, current

 

2,675

   

93,224

 

0.22

   

93,224

 

None

Stock

 

PIXTECH, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

9,883

   

  -

 

17.63

   

  -

 

None

Stock

 

UNITED FU SHEN CHEN TECHNOLOGY CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

17,511

   

  -

 

15.75

   

  -

 

None

Stock

 

HOLTEK SEMICONDUCTOR INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

22,144

   

1,439,377

 

9.79

   

1,439,377

 

None

Stock

 

OCTTASIA INVESTMENT HOLDING INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

6,692

   

337,811

 

9.29

   

337,811

 

None

Stock

 

UNITED INDUSTRIAL GASES CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

16,680

   

1,470,148

 

7.66

   

1,470,148

 

None

Stock

 

AMIC TECHNOLOGY CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

5,627

   

  -

 

4.71

   

  -

 

None

Stock

 

SUBTRON TECHNOLOGY CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

12,521

   

147,870

 

4.35

   

147,870

 

None

Stock

 

KING YUAN ELECTRONICS CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

20,483

   

713,822

 

1.68

   

713,822

 

None

Stock

 

EPISTAR CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

10,715

   

259,838

 

0.98

   

259,838

 

None

Stock

 

TOPOINT TECHNOLOGY CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,184

   

23,259

 

0.83

   

23,259

 

None

Stock

 

PROMOS TECHNOLOGIES INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

324

   

  -

 

0.72

   

  -

 

None

Stock-Preferred stock

 

TONBU, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

938

   

  -

 

  -

   

  -

 

None

Stock-Preferred stock

 

AETAS TECHNOLOGY INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,166

   

  -

 

  -

   

  -

 

None

Stock-Preferred stock

 

TA SHEE GOLF & COUNTRY CLUB

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

0

   

20,500

 

  -

   

20,500

 

None

Stock

 

SILICON INTEGRATED SYSTEMS CORP.

 

The Company's director

 

Financial assets at fair value through other comprehensive income, noncurrent

 

105,356

   

856,542

 

19.73

   

856,542

 

None

Stock

 

UNIMICRON HOLDING LIMITED

 

-

 

Financial assets at fair value through other comprehensive income, noncurrent

 

20,000

   

820,705

 

17.00

   

820,705

 

None

Stock

 

MIE FUJITSU SEMICONDUCTOR LIMITED

 

-

 

Financial assets at fair value through other comprehensive income, noncurrent

 

18,447

   

2,070,897

 

15.87

   

2,070,897

 

None

Stock

 

UNIMICRON TECHNOLOGY CORP.

 

-

 

Financial assets at fair value through other comprehensive income, noncurrent

 

196,136

   

8,561,337

 

13.03

   

8,561,337

 

None

Stock

 

ITE TECH. INC.

 

-

 

Financial assets at fair value through other comprehensive income, noncurrent

 

13,960

   

545,835

 

8.67

   

545,835

 

None

Stock

 

NOVATEK MICROELECTRONICS CORP.

 

-

 

Financial assets at fair value through other comprehensive income, noncurrent

 

16,445

   

2,927,137

 

2.70

   

2,927,137

 

None

Stock-Preferred stock

 

MTIC HOLDINGS PTE. LTD.

 

-

 

Financial assets at fair value through other comprehensive income, noncurrent

 

12,000

   

174,250

 

  -

   

174,250

 

None


 
 

ATTACHMENT 4 (Securities held as of September 30, 2019) (Excluding subsidiaries, associates and joint ventures)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                     

FORTUNE VENTURE CAPITAL CORP.

                                     
               

September 30, 2019

   

Type of securities

 

Name of securities

 

 Relationship

 

Financial statement account

 

Units (thousand)/ bonds/ shares (thousand)

 

Carrying amount

 

Percentage of ownership (%)

 

Fair value/
Net assets value

 

Shares as collateral
(thousand)

Stock

 

DARCHUN VENTURE CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,514

   

$2,559

 

19.65

   

$2,559

 

None

Stock

 

SOLARGATE TECHNOLOGY CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

957

   

  -

 

15.94

   

  -

 

None

Stock

 

CENTERA PHOTONICS INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

3,750

   

16,687

 

14.87

   

16,687

 

None

Stock

 

TRONC-E CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,800

   

1,980

 

14.49

   

1,980

 

None

Stock

 

EVERGLORY RESOURCE TECHNOLOGY CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

2,500

   

17,225

 

10.23

   

17,225

 

None

Stock

 

ADVANCE MATERIALS CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

10,719

   

48,234

 

9.12

   

48,234

 

None

Stock

 

MONTJADE ENGINEERING CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,800

   

18,630

 

8.18

   

18,630

 

None

Stock

 

NEW SMART TECHNOLOGY CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

900

   

29,700

 

7.29

   

29,700

 

None

Stock

 

WIN WIN PRECISION TECHNOLOGY CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

3,150

   

41,360

 

6.93

   

  41,360

 

None

Stock

 

RISELINK VENTURE CAPITAL CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

526

   

6,616

 

6.67

   

  6,616

 

None

Stock

 

ALL-STARS XMI LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

3

   

69,839

 

5.35

   

  69,839

 

None

Stock

 

LICO TECHNOLOGY CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

6,609

   

  -

 

5.32

   

  -

 

None

Stock

 

ACTI CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,968

   

12,318

 

5.31

   

12,318

 

None

Stock

 

ACT GENOMICS HOLDINGS CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

4,600

   

34,191

 

5.12

   

34,191

 

None

Stock

 

TAIWAN AULISA MEDICAL DEVICES TECHNOLOGIES, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

800

   

7,392

 

4.97

   

7,392

 

None

Stock

 

MERIDIGEN BIOTECH CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

3,838

   

32,583

 

4.21

   

32,583

 

None

Stock

 

EXCELLENCE OPTOELECTRONICS INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

  6,374

   

129,709

 

3.72

   

129,709

 

None

Stock

 

SOLID STATE SYSTEM CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

3,000

   

53,100

 

3.71

   

53,100

 

None

Fund

 

TRANSLINK CAPITAL PARTNERS IV, L.P.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

-

   

58,578

 

3.60

   

58,578

 

None

Stock

 

SUBTRON TECHNOLOGY CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

10,059

   

  118,794

 

3.49

   

  118,794

 

None

Stock

 

ANIMATION TECHNOLOGIES INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

265

   

  -

 

3.16

   

  -

 

None

Stock

 

TOPOINT TECHNOLOGY CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

4,416

   

86,777

 

3.11

   

86,777

 

None

Stock

 

BRIGHT SHELAND INTERNATIONAL CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,200

   

39,000

 

2.88

   

39,000

 

None

Stock

 

WALTOP INTERNATIONAL CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

327

   

1,425

 

2.23

   

  1,425

 

None

Stock

 

CHITEC TECHNOLOGY CORP., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

600

   

31,014

 

2.15

   

  31,014

 

None


 
 

ATTACHMENT 4 (Securities held as of September 30, 2019) (Excluding subsidiaries, associates and joint ventures)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                     

FORTUNE VENTURE CAPITAL CORP.

 
               

September 30, 2019

   

Type of securities

 

Name of securities

 

 Relationship

 

Financial statement account

 

Units (thousand)/ bonds/ shares (thousand)

 

Carrying amount

 

Percentage of ownership (%)

 

Fair value/
Net assets value

Shares as collateral
(thousand)

Fund

 

VERTEX V (C.I.) FUND L.P.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

-

   

$35,854

 

2.10

   

$35,854

 

None

Stock

 

MOBILE DEVICES INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

261

   

- 

 

1.96

   

 -

 

None

Stock

 

SOLAR APPLIED MATERIALS TECHNOLOGY CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

8,000

   

188,400

 

1.82

   

188,400

 

None

Stock

 

WIESON TECHNOLOGIES CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,141

   

4,507

 

1.71

   

  4,507

 

None

Stock

 

CRYSTALWISE TECHNOLOGY INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

2,114

   

22,404

 

1.02

   

22,404

 

None

Stock

 

NORATECH PHARMACEUTICALS, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,000

   

13,010

 

0.95

   

13,010

 

None

Stock

 

TAIWANJ PHARMACEUTICALS CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

582

   

5,413

 

0.84

   

5,413

 

None

Stock

 

POWERTEC ELECTROCHEMICAL CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

9,930

   

-

 

0.75

   

-

 

None

Stock

 

TIGERAIR TAIWAN CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,300

   

53,300

 

0.65

   

  53,300

 

None

Stock

 

FUSHENG PRECISION CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

700

   

  125,300

 

0.53

   

  125,300

 

None

Stock

 

QUASER MACHINE TOOLS, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

200

   

10,020

 

0.50

   

  10,020

 

None

Stock

 

KHGEARS INTERNATIONAL LIMITED

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

58

   

4,814

 

0.12

   

4,814

 

None

Stock

 

FORTEMEDIA, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

21

   

3

 

0.02

   

3

 

None

Stock-Preferred Stock

 

EJOULE INTERNATIONAL LIMITED

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

23,909

   

186,169

 

-

   

186,169

 

None

Stock-Preferred Stock

 

FLOADIA CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

2

   

126,145

 

-

   

126,145

 

None

Stock-Preferred Stock

 

CEREBREX, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1

   

5,699

 

-

   

5,699

 

None

Stock-Preferred Stock

 

FORTEMEDIA, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

311

   

906

 

-

   

906

 

None

Convertible bonds

 

JIH LIN TECHNOLOGY CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

100

   

10,060

 

-

   

10,060

 

None

Stock

 

SHIN-ETSU HANDOTAI TAIWAN CO., LTD.

 

-

 

Financial assets at fair value through other comprehensive income, noncurrent

 

10,500

   

270,690

 

7.00

   

270,690

 

None

Stock

 

UNITED MICROELECTRONICS CORP.

 

Parent company

 

Financial assets at fair value through other comprehensive income, noncurrent

 

16,079

   

215,455

 

0.14

   

215,455

 

None

Convertible bonds

 

ALLTOP TECHNOLOGY CO., LTD.

 

-

 

Prepayments for investments

 

50

   

5,065

 

-

   

N/A

 

None

                                     

TLC CAPITAL CO., LTD.

                               
 
               

September 30, 2019

   

Type of securities

 

Name of securities

 

 Relationship

 

Financial statement account

 

Units (thousand)/ bonds/ shares (thousand)

 

Carrying amount

 

Percentage of ownership (%)

 

Fair value/
Net assets value

 

Shares as collateral
(thousand)

Convertible bonds

 

CLOUD MOMENT (CAYMAN) INC.

 

-

 

Financial assets at fair value through profit or loss, current

 

-

   

$3,097

 

 -

   

$3,097

 

None

Fund

 

EVERYI CAPITAL ASIA FUND, L.P.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

-

   

114,834

 

18.18

   

114,834

 

None


 
 

ATTACHMENT 4 (Securities held as of September 30, 2019) (Excluding subsidiaries, associates and joint ventures)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                     

TLC CAPITAL CO., LTD.

 
               

September 30, 2019

   

Type of securities

 

Name of securities

 

 Relationship

 

Financial statement account

 

Units (thousand)/ bonds/ shares (thousand)

 

Carrying amount

 

Percentage of ownership (%)

 

Fair value/
Net assets value

 

Shares as collateral
(thousand)

Stock

 

WINKING ENTERTAINMENT LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

6,433

   

$52,460

 

  15.35

   

$52,460

 

None

Stock

 

BEAUTY ESSENTIALS INTERNATIONAL LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

150,500

   

108,756

 

  13.99

   

108,756

 

None

Fund

 

OAK HILL OPPORTUNITIES FUND, SEGREGATED PORTFOLIO

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

9

   

251,177

 

9.00

   

251,177

 

None

Stock

 

ACTI CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

2,252

   

14,095

 

6.08

   

14,095

 

None

Stock

 

EXCELLENCE OPTOELECTRONICS INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

8,529

   

173,567

 

4.98

   

173,567

 

None

Stock

 

EVERGLORY RESOURCE TECHNOLOGY CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,200

   

8,268

 

4.91

   

8,268

 

None

Stock

 

ADVANCE MATERIALS CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

5,435

   

24,457

 

4.62

   

24,457

 

None

Stock

 

ALL-STARS XMI LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

2

   

59,862

 

4.58

   

59,862

 

None

Fund

 

TRANSLINK CAPITAL PARTNERS III, L.P.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

-

   

177,051

 

4.24

   

177,051

 

None

Stock

 

SUNDIA MEDITECH GROUP

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

779

   

14,363

 

3.23

   

14,363

 

None

Stock

 

WIESON TECHNOLOGIES CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,829

   

7,223

 

2.74

   

7,223

 

None

Fund

 

H&QAP GREATER CHINA GROWTH FUND, L.P.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

-

   

7,831

 

2.67

   

7,831

 

None

Stock

 

ENTEREX INTERNATIONAL LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,200

   

22,920

 

1.08

   

22,920

 

None

Stock

 

HANDA PHARMACEUTICALS, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,000

   

30,150

 

0.87

   

30,150

 

None

Stock

 

MATERIALS ANALYSIS TECHNOLOGY INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

500

   

33,550

 

0.80

   

33,550

 

None

Stock

 

SIMPLO TECHNOLOGY CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,422

   

369,846

 

0.77

   

369,846

 

None

Stock

 

TXC CORP.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,978

   

77,043

 

0.64

   

  77,043

 

None

Stock

 

POWTEC ELECTROCHEMICAL CORP.(formerly POWERTEC ENERGY CORP.)

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

6,470

   

  -

 

0.49

   

  -

 

None

Stock

 

LINTES TECHNOLOGY CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

100

   

9,910

 

0.20

   

  9,910

 

None

Stock-Preferred stock

 

YOUJIA GROUP LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

2,685

   

6,532

 

  -

   

6,532

 

None

Stock-Preferred stock

 

ALO7 LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

2,377

   

  183,921

 

  -

   

  183,921

 

None

Stock-Preferred stock

 

ADWO MEDIA HOLDINGS LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

5,332

   

  -

 

  -

   

  -

 

None

Stock-Preferred stock

 

IMO, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

8,519

   

  -

 

  -

   

  -

 

None

Stock-Preferred stock

 

HIGHLANDER FINANCIAL GROUP CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

  26,499

   

187,281

 

  -

   

187,281

 

None

Stock-Preferred stock

 

X2 POWER TECHNOLOGIES LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

35,819

   

139,911

 

  -

   

139,911

 

None

Stock-Preferred stock

 

GAME VIDEO LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

279

   

171,419

 

  -

   

171,419

 

None


 
 

ATTACHMENT 4 (Securities held as of September 30, 2019) (Excluding subsidiaries, associates and joint ventures)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                     

TLC CAPITAL CO., LTD.

 
               

September 30, 2019

   

Type of securities

 

Name of securities

 

 Relationship

 

Financial statement account

 

Units (thousand)/ bonds/ shares (thousand)

 

Carrying amount

 

Percentage of ownership (%)

 

Fair value/
Net assets value

 

Shares as collateral
(thousand)

Stock-Preferred stock

 

CLOUD MOMENT (CAYMAN) INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

359

   

$17,905

 

  -

   

$17,905

 

None

Stock-Preferred stock

 

PLAYNITRIDE INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,739

   

186,044

 

  -

   

186,044

 

None

Stock-Preferred stock

 

EJOULE INTERNATIONAL LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

35,863

   

279,254

 

  -

   

279,254

 

None

Stock-Preferred stock

 

TURNING POINT LASERS LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

2,000

   

66,702

 

  -

   

66,702

 

None

                                     

UMC CAPITAL CORP.

                                     
               

September 30, 2019

   

Type of securities

Name of securities

 Relationship

 

Financial statement account

 

Units (thousand)/ bonds/ shares (thousand)

 

Carrying amount

 

Percentage of ownership (%)

 

Fair value/
Net assets value

 

Shares as collateral
(thousand)

Convertible bonds

 

SWIFTSTACK, INC.

 

-

 

Financial assets at fair value through profit or loss, current

 

-

 

USD

907

 

  -

 

USD

907

 

None

Convertible bonds

 

CLOUDWORDS, INC.

 

-

 

Financial assets at fair value through profit or loss, current

 

-

 

USD

190

 

  -

 

USD

190

 

None

Convertible bonds

 

CNEX LABS, INC.

 

-

 

Financial assets at fair value through profit or loss, current

 

-

 

USD

681

 

  -

 

USD

681

 

None

Convertible bonds

 

GLYMPSE, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

-

 

USD

1,612

 

  -

 

USD

1,612

 

None

Capital

 

TRANSLINK MANAGEMENT III, L.L.C.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

-

 

USD

662

 

14.33

 

USD

662

 

None

Fund

 

TRANSLINK CAPITAL PARTNERS III, L.P.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

-

 

USD

15,457

 

11.47

 

USD

15,457

 

None

Fund

 

TRANSLINK CAPITAL PARTNERS IV, L.P.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

-

 

USD

5,674

 

10.81

 

USD

5,674

 

None

Stock

 

OCTTASIA INVESTMENT HOLDING INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

7,035

 

USD

11,467

 

9.76

 

USD

11,467

 

None

Stock

 

ALL-STARS XMI LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

  3

 

USD

2,255

 

5.35

 

USD

2,255

 

None

Stock

 

ALL-STARS SP IV LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

  7

 

USD

7,158

 

5.03

 

USD

  7,158

 

None

Fund

 

TRANSLINK CAPITAL PARTNERS II, L.P.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

-

 

USD

1,641

 

4.53

 

USD

1,641

 

None

Fund

 

OAK HILL OPPORTUNITIES FUND, SEGREGATED PORTFOLIO

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

4

 

USD

3,604

 

4.00

 

USD

  3,604

 

None

Fund

 

SIERRA VENTURES XI, L.P.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

-

 

USD

2,582

 

1.76

 

USD

2,582

 

None

Fund

 

STORM VENTURES FUND V, L.P.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

-

 

USD

2,912

 

1.69

 

USD

2,912

 

None

Stock

 

ACHIEVE MADE INTERNATIONAL LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

80

 

USD

190

 

0.46

 

USD

190

 

None

Stock-Preferred stock

 

ACHIEVE MADE INTERNATIONAL LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

2,644

 

USD

7,299

 

  -

 

USD

7,299

 

None

Stock-Preferred stock

 

CNEX LABS, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

3,052

 

USD

3,477

 

  -

 

USD

3,477

 

None

Stock-Preferred stock

 

GLYMPSE, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,349

 

USD

2,254

 

  -

 

USD

2,254

 

None


 
 

ATTACHMENT 4 (Securities held as of September 30, 2019) (Excluding subsidiaries, associates and joint ventures)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                     

UMC CAPITAL CORP.

                                     
               

September 30, 2019

   

Type of securities

Name of securities

 Relationship

 

Financial statement account

 

Units (thousand)/ bonds/ shares (thousand)

 

Carrying amount

 

Percentage of ownership (%)

 

Fair value/
Net assets value

 

Shares as collateral
(thousand)

Stock-Preferred stock

 

ATSCALE, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

7,683

 

USD

8,077

 

  -

 

USD

8,077

 

None

Stock-Preferred stock

 

SENSIFREE LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

276

 

USD

121

 

  -

 

USD

121

 

None

Stock-Preferred stock

 

APPIER HOLDINGS, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

  64

 

USD

2,952

 

  -

 

USD

2,952

 

None

Stock-Preferred stock

 

DCARD HOLDINGS LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

  27,819

 

USD

5,092

 

  -

 

USD

5,092

 

None

Stock-Preferred stock

 

NEXTINPUT, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

3,866

 

USD

1,383

 

  -

 

USD

1,383

 

None

Stock-Preferred stock

 

SHOCARD, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

517

 

USD

129

 

  -

 

USD

129

 

None

Stock-Preferred stock

 

GCT SEMICONDUCTOR, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

175

 

USD

25

 

  -

 

USD

25

 

None

Stock-Preferred stock

 

FORTEMEDIA, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

12,241

 

USD

4,650

 

  -

 

USD

4,650

 

None

Stock-Preferred stock

 

SIFOTONICS TECHNOLOGIES CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

3,500

 

USD

6,589

 

  -

 

USD

6,589

 

None

Stock-Preferred stock

 

NEVO ENERGY, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

4,980

   

  -

 

  -

   

  -

 

None

Stock-Preferred stock

 

SWIFTSTACK, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

2,855

 

USD

796

 

  -

 

USD

796

 

None

Stock-Preferred stock

 

NEXENTA SYSTEMS, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

6,555

   

  -

 

  -

   

  -

 

None

Stock-Preferred stock

 

CLOUDWORDS, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

  9,461

 

USD

4,511

 

  -

 

USD

  4,511

 

None

Stock-Preferred stock

 

EAST VISION TECHNOLOGY LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

  2,770

   

  -

 

  -

   

  -

 

None

Stock-Preferred stock

 

RENIAC, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

1,287

 

USD

2,266

 

  -

 

USD

2,266

 

None

Stock-Preferred stock

 

BLUESPACE.AI, INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

174

 

USD

  300

 

  -

 

USD

  300

 

None

Stock-Preferred stock

 

SENSIFREE LTD.

 

-

 

Prepayments for investments

 

-

 

USD

565

 

  -

   

N/A

 

None

                                     

TERA ENERGY DEVELOPMENT CO., LTD.

                               
               

September 30, 2019

   

Type of securities

 

Name of securities

 

 Relationship

 

Financial statement account

 

Units (thousand)/ bonds/ shares (thousand)

 

Carrying amount

 

Percentage of ownership (%)

 

Fair value/
Net assets value

 

Shares as collateral
(thousand)

Stock

 

TIAN TAI PHOTOELECTRICITY CO., LTD.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

375

   

$5,913

 

1.18

   

$5,913

 

None

                                     

NEXPOWER TECHNOLOGY CORP.

                               
               

September 30, 2019

   

Type of securities

 

Name of securities

 

 Relationship

 

Financial statement account

 

Units (thousand)/ bonds/ shares (thousand)

 

Carrying amount

 

Percentage of ownership (%)

 

Fair value/
Net assets value

 

Shares as collateral
(thousand)

Stock

 

PACIFIC-GREEN INTEGRATED TECHNOLOGY INC.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

54

   

$-

 

18.00

   

$-

 

None


 
 

ATTACHMENT 4 (Securities held as of September 30, 2019) (Excluding subsidiaries, associates and joint ventures)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                     
                                     

SINO PARAGON LIMITED

               

September 30, 2019

   

Type of securities

 

Name of securities

 

 Relationship

 

Financial statement account

 

Units (thousand)/ bonds/ shares (thousand)

 

Carrying amount

 

Percentage of ownership (%)

 

Fair value/
Net assets value

 

Shares as collateral
(thousand)

Fund

 

SPARKLABS GLOBAL VENTURES FUND I, L.P.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

 -

   

$87,297

 

11.13

   

$87,297

 

None

Fund

 

SPARKLABS KOREA FUND II, L.P.

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

 -

   

33,237

 

5.00

   

33,237

 

None

                                     

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

               

September 30, 2019

   

Type of securities

 

Name of securities

 

 Relationship

 

Financial statement account

 

Units (thousand)/ bonds/ shares (thousand)

 

Carrying amount

 

Percentage of ownership (%)

 

Fair value/
Net assets value

Shares as collateral
(thousand)

Fund

 

LANHOR FUND

 

-

 

Financial assets at fair value through profit or loss, noncurrent

 

 -

 

 RMB

48,761

 

9.71

 

 RMB

48,761

 

None

 

 


 
 

ATTACHMENT 5 (Individual securities acquired or disposed of with accumulated amount exceeding the lower of NT$300 million or 20 percent of the capital stock for the nine-month period ended September 30, 2019)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                                                       
                                                                       

Type of securities

 

Name of the securities

 

Financial statement account

 

Counter-party

 

 Relationship

 

Beginning balance

 

Addition

 

Disposal

 

Ending balance

         

Units (thousand)/ bonds/
shares (thousand)

 

Amount

 

Units (thousand)/ bonds/
shares (thousand)

 

Amount

 

Units (thousand)/ bonds/
shares (thousand)

 

Amount

 

Cost

 

Gain (Loss)
from disposal

 

Units (thousand)/ bonds/
shares (thousand)

 

Amount

 

                                                                   
 None                                                                    

 

 


 
 

ATTACHMENT 6 (Acquisition of individual real estate with amount exceeding the lower of NT$300 million or 20 percent of the capital stock for the nine-month period ended September 30, 2019)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                                 
                       

Where counter-party is a related party, details of prior transactions

           

Name of properties

 

Transaction date

 

Transaction amount

 

Payment status

 

Counter-party

 

 Relationship

 

Former holder of property

 

Relationship between former holder and acquirer of property

 

Date of transaction

 

Transaction amount

 

Price reference

 

Date of acquisition and status of utilization

 

Other commitments

 

None

                                               
                                                 

 

 


 
 

ATTACHMENT 7 (Disposal of individual real estate with amount exceeding the lower of NT$300 million or 20 percent of the capital stock for the nine-month period ended September 30, 2019)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                             
                                             

Names of properties

 

Transaction date

 

Date of original acquisition

 

Carrying amount

 

Transaction amount

 

Status of proceeds collection

 

Gain (Loss) from disposal

 

Counter-party

 

 Relationship

 

Reason of disposal

 

Price reference

 

Other commitments

 

None

                                           
                                             

 


 
 

ATTACHMENT 8 ( Related party transactions for purchases and sales amounts exceeding the lower of NT$100 million or 20 percent of capital stock for the nine-month period ended September 30, 2019)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                                   

UNITED MICROELECTRONICS CORPORATION

       

Transactions

 

Details of non-arm's length transaction

 

Notes and accounts receivable (payable)

 

Note

Counter-party

 

Relationship

 

Purchases (Sales)

 

Amount

 

 Percentage of total purchases (sales)

 

Term

 

Unit price

 

Term

 

Balance

 

Percentage of total receivables (payable)

 

UMC GROUP (USA)

 

Subsidiary

 

Sales

   

$35,623,821

 

39

%

 

Net 60 days

 

N/A

 

N/A

   

$7,753,210

   

36

%

   

UMC GROUP JAPAN

 

Subsidiary

 

Sales

   

  2,998,535

 

3

%

 

Net 60 days

 

N/A

 

N/A

   

608,413

   

3

%

   

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

 

Subsidiary

 

Sales

   

  907,467

 

1

%

 

Net 30 days

 

N/A

 

N/A

   

  28,914

   

0

%

   

FARADAY TECHNOLOGY CORPORATION

 

Associate

 

Sales

   

  626,965

 

1

%

 

Month-end 60 days

 

N/A

 

N/A

   

116,679

   

1

%

   
                                                   

UMC GROUP (USA)

                                                 
       

Transactions

 

Details of non-arm's length transaction

 

Notes and accounts receivable (payable)

 

Note

Counter-party

 

Relationship

 

Purchases (Sales)

 

Amount

 

 Percentage of total purchases (sales)

 

Term

 

Unit price

 

Term

 

Balance

 

Percentage of total receivables (payable)

 

UNITED MICROELECTRONICS CORPORATION

 

Parent company

 

Purchases

 

USD

  1,120,416

 

98

%

 

Net 60 days

 

N/A

 

N/A

 

USD

250,857

   

100

%

   

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

 

Associate

 

Purchases

 

USD

17,370

 

2

%

 

Net 60 days

 

N/A

 

N/A

   

-

     

-

   

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

 

Associate

 

Purchases

 

USD

3,992

 

0

%

 

Net 60 days

 

N/A

 

N/A

 

USD

1,005

   

0

%

   
                                                   

UMC GROUP JAPAN

                                                 
       

Transactions

 

Details of non-arm's length transaction

 

Notes and accounts receivable (payable)

 

Note

Counter-party

 

Relationship

 

Purchases (Sales)

 

Amount

 

 Percentage of total purchases (sales)

 

Term

 

Unit price

 

Term

 

Balance

 

Percentage of total receivables (payable)

 

UNITED MICROELECTRONICS CORPORATION

 

Parent company

 

Purchases

 

JPY

  9,819,872

 

94

%

 

Net 60 days

 

N/A

 

N/A

 

JPY

2,141,835

   

93

%

   

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

 

Associate

 

Purchases

 

JPY

611,845

 

6

%

 

Net 60 days

 

N/A

 

N/A

 

JPY

170,870

   

7

%

   
                                                   

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

       

Transactions

 

Details of non-arm's length transaction

 

Notes and accounts receivable (payable)

 

Note

Counter-party

 

Relationship

 

Purchases (Sales)

 

Amount

 

 Percentage of total purchases (sales)

 

Term

 

Unit price

 

Term

 

Balance

 

Percentage of total receivables (payable)

 

FARADAY TECHNOLOGY CORPORATION

 

Associate

 

Sales

 

RMB

  87,763

 

5

%

 

Net 45 days

 

N/A

 

N/A

 

RMB

17,222

   

5

%

   

UMC GROUP JAPAN

 

Associate

 

Sales

 

RMB

  39,716

 

2

%

 

Net 60 days

 

N/A

 

N/A

 

RMB

11,194

   

3

%

   

UMC GROUP (USA)

 

Associate

 

Sales

 

RMB

  27,302

 

2

%

 

Net 60 days

 

N/A

 

N/A

 

RMB

7,108

   

2

%

   
                                                   

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

       

Transactions

 

Details of non-arm's length transaction

 

Notes and accounts receivable (payable)

 

Note

Counter-party

 

Relationship

 

Purchases (Sales)

 

Amount

 

 Percentage of total purchases (sales)

 

Term

 

Unit price

 

Term

 

Balance

 

Percentage of total receivables (payable)

 

UMC GROUP (USA)

 

Associate

 

Sales

 

RMB

126,074

 

10

%

 

Net 60 days

 

N/A

 

N/A

   

$-

     

-

   

 
 

ATTACHMENT 9 (Receivables from related parties with amounts exceeding the lower of NT$100 million or 20 percent of capital stock as of September 30, 2019)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                               

UNITED MICROELECTRONICS CORPORATION

                                               
       

Ending balance

Turnover rate (times)

 

Overdue receivables

 

Amount received in subsequent period

 

Loss allowance

   

Counter-party

Relationship

Notes receivable

 

Accounts
receivable

 

Other receivables

 

Total

   

Amount

 

Collection status

UMC GROUP (USA)

 

Subsidiary

 

$-

   

$7,753,210

 

$15,828

   

$7,769,038

 

6.31

 

$-

 

-

   

$4,387,472

 

$-

UMC GROUP JAPAN

 

Subsidiary

 

-

   

  608,413

 

5,946

   

  614,359

 

5.28

 

  19,447

 

Collection in
subsequent period

   

  273,626

 

  -

FARADAY TECHNOLOGY CORP.

 

Associate

 

-

   

  116,679

 

  16

   

  116,695

 

8.25

 

  -

 

-

   

  21,529

 

  -

                                               

 

 


 
 

ATTACHMENT 10 (Names, locations and related information of investee companies as of September 30, 2019) (Not including investment in Mainland China)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                                   

UNITED MICROELECTRONICS CORPORATION

Investee company

 

Address

 

Main businesses and products

 

Initial Investment

 

Investment as of September 30, 2019

 

Net income (loss) of investee company

 

Investment income (loss) recognized

 

Note

Ending balance

 

Beginning balance

Number of shares (thousand)

 

Percentage of ownership
(%)

 

Carrying amount

     
     

UMC GROUP (USA)

 

USA

 

IC Sales

 

USD

16,438

 

USD

16,438

 

16,438

 

100.00

   

$1,724,686

   

$(3,559)

   

$(3,559)

   

UNITED MICROELECTRONICS (EUROPE) B.V.

 

The Netherlands

 

Marketing support activities

 

USD

5,421

 

USD

5,421

 

9

 

100.00

   

146,020

   

2,232

   

2,232

   

UMC CAPITAL CORP.

 

Cayman Islands

 

Investment holding

 

USD

81,500

 

USD

81,500

 

71,663

 

100.00

   

3,786,453

   

256,644

   

256,644

   

GREEN EARTH LIMITED

 

Samoa

 

Investment holding

 

USD

977,000

 

USD

977,000

 

977,000

 

100.00

   

12,715,562

   

(4,126,711)

   

(4,126,711)

   

TLC CAPITAL CO., LTD.

 

Taipei City, Taiwan

 

Venture capital

   

4,610,000

   

4,610,000

 

387,600

 

100.00

   

4,212,875

   

(34,620)

   

(34,620)

   

UMC INVESTMENT (SAMOA) LIMITED

 

Samoa

 

Investment holding

 

USD

1,520

 

USD

1,520

 

1,520

 

100.00

   

43,232

   

324

   

324

   

FORTUNE VENTURE CAPITAL CORP.

 

Taipei City, Taiwan

 

Consulting and planning for venture capital

   

4,160,053

   

4,160,053

 

462,000

 

100.00

   

4,911,950

   

(261,753)

   

(271,238)

   

UMC GROUP JAPAN

 

Japan

 

IC Sales

 

JPY

60,000

 

JPY

60,000

 

1

 

100.00

   

109,293

   

56,792

   

56,792

   

UMC KOREA CO., LTD.

 

Korea

 

Marketing support activities

 

KRW

550,000

 

KRW

550,000

 

110

 

100.00

   

20,182

   

744

   

744

   

OMNI GLOBAL LIMITED

 

Samoa

 

Investment holding

 

USD

4,300

 

USD

4,300

 

4,300

 

100.00

   

601,753

   

23,305

   

23,305

   

SINO PARAGON LIMITED

 

Samoa

 

Investment holding

 

USD

2,600

 

USD

2,600

 

2,600

 

100.00

   

123,513

   

2,613

   

2,613

   

BEST ELITE INTERNATIONAL LIMITED

 

British Virgin Islands

 

Investment holding

 

USD

309,102

 

USD

309,102

 

664,966

 

100.00

   

22,833,082

   

316,131

   

316,131

   

WAVETEK MICROELECTRONICS CORPORATION

 

Hsinchu County, Taiwan

 

Sales and manufacturing of integrated circuits

   

1,894,660

   

1,707,482

 

144,948

 

79.92

   

296,030

   

(220,291)

   

(174,968)

   

NEXPOWER TECHNOLOGY CORP.

 

Taichung City, Taiwan

 

Sales and manufacturing of solar power batteries

   

5,956,791

   

5,956,791

 

33,998

 

47.75

   

(119,624)

   

(361,930)

   

(172,826)

   

MTIC HOLDINGS PTE. LTD.

 

Singapore

 

Investment holding

 

SGD

12,000

 

SGD

12,000

 

12,000

 

45.44

   

2,122

   

(6,191)

   

(33,097)

   

UNITECH CAPITAL INC.

 

British Virgin Islands

 

Investment holding

 

USD

21,000

 

USD

21,000

 

21,000

 

42.00

   

604,957

   

74,958

   

31,482

   

TRIKNIGHT CAPITAL CORPORATION

 

Taipei City, Taiwan

 

Investment holding

   

1,650,000

   

1,680,000

 

165,000

 

40.00

   

1,543,533

   

132,394

   

52,958

   

HSUN CHIEH INVESTMENT CO., LTD.

 

Taipei City, Taiwan

 

Investment holding

   

336,241

   

336,241

 

168,973

 

36.49

   

3,809,622

   

1,067,652

   

389,564

   

YANN YUAN INVESTMENT CO., LTD.

 

Taipei City, Taiwan

 

Investment holding

   

2,300,000

   

2,300,000

 

46,000

 

30.87

   

3,562,799

   

180,848

   

55,832

   

FARADAY TECHNOLOGY CORPORATION

 

Hsinchu City, Taiwan

 

Design of application-specific integrated circuit

   

38,918

   

38,918

 

34,240

 

13.78

   

1,453,030

   

(76,458)

   

(10,533)

   

 
 

ATTACHMENT 10 (Names, locations and related information of investee companies as of September 30, 2019) (Not including investment in Mainland China)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                                   

FORTUNE VENTURE CAPITAL CORP.

Investee company

 

Address

 

Main businesses and products

 

Initial Investment

 

Investment as of September 30, 2019

 

Net income (loss) of investee company

 

Investment income (loss) recognized

 

Note

Ending balance

 

Beginning balance

Number of shares (thousand)

 

Percentage of ownership
(%)

 

Carrying amount

     
     

TERA ENERGY DEVELOPMENT CO., LTD.

 

Hsinchu City, Taiwan

 

Energy Technical Services

   

$100,752

   

$100,752

 

18,655

 

100.00

   

$62,528

   

$(21,030)

   

$(21,030)

   

PURIUMFIL INC.

 

Tainan City, Taiwan

 

Chemicals and filtration products & Microcontamination control service

   

10,000

   

  -

 

1,000

 

44.45

   

8,923

   

(2,423)

   

(1,077)

   

NEXPOWER TECHNOLOGY CORP.

 

Taichung City, Taiwan

 

Sales and manufacturing of solar power batteries

   

1,688,630

   

1,688,630

 

23,827

 

33.46

   

(83,835)

   

(361,930)

   

(121,120)

   

WINAICO IMMOBILIEN GMBH

 

Germany

 

Solar project

 

EUR

5,900

 

EUR

5,900

 

5,900

 

32.78

   

   

-

   

   

UNITED LED CORPORATION HONG KONG LIMITED

 

Hongkong

 

Investment holding

 

USD

22,500

 

USD

22,500

 

22,500

 

25.14

   

133,151

   

(130,280)

   

(32,752)

   

CLIENTRON CORP.

 

Xinbei City, Taiwan

 

Thin client

   

283,439

   

283,439

 

14,247

 

22.39

   

268,224

   

152,129

   

30,544

   

WAVETEK MICROELECTRONICS CORPORATION

 

Hsinchu County, Taiwan

 

Sales and manufacturing of integrated circuits

   

8,856

   

8,856

 

1,194

 

0.66

   

3,803

   

(220,291)

   

(1,488)

   
                                                   

TLC CAPITAL CO., LTD.

Investee company

 

Address

 

Main businesses and products

 

Initial Investment

 

Investment as of September 30, 2019

 

Net income (loss) of investee company

 

Investment income (loss) recognized

 

Note

Ending balance

 

Beginning balance

Number of shares (thousand)

 

Percentage of ownership
(%)

 

Carrying amount

     
     

SOARING CAPITAL CORP.

 

Samoa

 

Investment holding

 

USD

900

 

USD

900

 

900

 

100.00

   

$11,951

   

$(1,924)

   

$(1,924)

   

HSUN CHIEH CAPITAL CORP.

 

Samoa

 

Investment holding

 

USD

6,000

 

USD

6,000

 

6,000

 

30.00

   

142,593

   

(77,847)

   

(20,368)

   

VSENSE CO., LTD.

 

Taipei City, Taiwan

 

Medical devices, measuring equipment, reagents and consumables

   

95,916

   

  95,916

 

4,251

 

26.89

   

26,131

   

(20,219)

   

(5,437)

   

NEXPOWER TECHNOLOGY CORP.

 

Taichung City, Taiwan

 

Sales and manufacturing of solar power batteries

   

888,019

   

  888,019

 

8,645

 

12.14

   

(30,419)

   

(361,930)

   

(43,947)

   

YUNG LI INVESTMENTS, INC.

 

Taipei City, Taiwan

 

Investment holding

   

-

   

22,581

 

  -

 

-

   

-

   

(1)

   

(0)

   
                                                   

UMC CAPITAL CORP.

                                                   

Investee company

 

Address

 

Main businesses and products

 

Initial Investment

 

Investment as of September 30, 2019

 

Net income (loss) of investee company

 

Investment income (loss) recognized

 

Note

Ending balance

 

Beginning balance

Number of shares (thousand)

 

Percentage of ownership
(%)

 

Carrying amount

     
     

UMC CAPITAL (USA)

 

USA

 

Investment holding

 

USD

200

 

USD

200

 

200

 

100.00

 

USD

550

 

USD

4

 

USD

4

   

TRANSLINK CAPITAL PARTNERS I, L.P.

 

Cayman Islands

 

Investment holding

 

USD

4,036

 

USD

4,036

 

  -

 

10.38

 

USD

5,498

 

USD

18,915

 

USD

1,571

   
                                                   

TERA ENERGY DEVELOPMENT CO., LTD.

Investee company

 

Address

 

Main businesses and products

 

Initial Investment

 

Investment as of September 30, 2019

 

Net income (loss) of investee company

 

Investment income (loss) recognized

 

Note

Ending balance

 

Beginning balance

Number of shares (thousand)

 

Percentage of ownership
(%)

 

Carrying amount

     
     

EVERRICH ENERGY INVESTMENT (HK) LIMITED

 

Hongkong

 

Investment holding

 

USD

750

 

USD

750

 

750

 

100.00

   

$37,596

   

$6,313

   

$6,313

   

WINAICO IMMOBILIEN GMBH

 

Germany

 

Solar project

 

EUR

2,160

 

EUR

2,160

 

2,160

 

12.00

   

-

   

 -

   

-

   

WINAICO SOLAR PROJEKT 1 GMBH

 

Germany

 

Solar project

   

-

 

EUR

1,120

 

  -

 

-

   

-

   

 -

   

   

 
 

ATTACHMENT 10 (Names, locations and related information of investee companies as of September 30, 2019) (Not including investment in Mainland China)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                                   

WAVETEK MICROELECTRONICS CORPORATION

Investee company

 

Address

 

Main businesses and products

 

Initial Investment

 

Investment as of September 30, 2019

 

Net income (loss) of investee company

 

Investment income (loss) recognized

 

Note

Ending balance

 

Beginning balance

Number of shares (thousand)

 

Percentage of ownership
(%)

 

Carrying amount

     
     

WAVETEK MICROELECTRONICS INVESTMENT (SAMOA) LIMITED

 

Samoa

 

Investment holding

 

USD

1,500

 

USD

1,500

 

1,500

 

100.00

   

$3,755

   

$(5,375)

   

$(5,375)

   
                                                   

WAVETEK MICROELECTRONICS INVESTMENT (SAMOA) LIMITED

Investee company

 

Address

 

Main businesses and products

 

Initial Investment

 

Investment as of September 30, 2019

 

Net income (loss) of investee company

 

Investment income (loss) recognized

 

Note

Ending balance

 

Beginning balance

Number of shares (thousand)

 

Percentage of ownership
(%)

 

Carrying amount

     
     

WAVETEK MICROELECTRONICS CORPORATION (USA)

 

USA

 

Sales and marketing service

 

USD

60

 

USD

60

 

60

 

100.00

   

$2,812

   

$187

   

$187

   
                                                   

NEXPOWER TECHNOLOGY CORP.

Investee company

 

Address

 

Main businesses and products

 

Initial Investment

 

Investment as of September 30, 2019

 

Net income (loss) of investee company

 

Investment income (loss) recognized

 

Note

Ending balance

 

Beginning balance

Number of shares (thousand)

 

Percentage of ownership
(%)

 

Carrying amount

     
     

SOCIALNEX ITALIA 1 S.R.L.

 

Italy

 

Photovoltaic power plant

 

EUR

3,637

 

EUR

3,637

 

-

 

100.00

   

$32,322

   

$(91,450)

   

$(91,450)

 

Note

Note: NEXPOWER TECHNOLOGY CORP. expected to dispose of SOCIALNEX ITALIA 1 S.R.L., the wholly-owned subsidiary, and reclassify this investment from the investments accounted for under the equity method  to non-current assets held for sale as of September 30, 2019.

   
                                                   

BEST ELITE INTERNATIONAL LIMITED

Investee company

 

Address

 

Main businesses and products

 

Initial Investment

 

Investment as of September 30, 2019

 

Net income (loss) of investee company

 

Investment income (loss) recognized

 

Note

Ending balance

 

Beginning balance

Number of shares (thousand)

 

Percentage of ownership
(%)

 

Carrying amount

     
     

INFOSHINE TECHNOLOGY LIMITED

 

British Virgin Islands

 

Investment holding

 

USD

354,000

 

USD

354,000

 

  -

 

100.00

   

$22,760,040

   

$319,481

   

$319,481

   
                                                   

INFOSHINE TECHNOLOGY LIMITED

Investee company

 

Address

 

Main businesses and products

 

Initial Investment

 

Investment as of September 30, 2019

 

Net income (loss) of investee company

 

Investment income (loss) recognized

 

Note

Ending balance

 

Beginning balance

Number of shares (thousand)

 

Percentage of ownership
(%)

 

Carrying amount

     
     

OAKWOOD ASSOCIATES LIMITED

 

British Virgin Islands

 

Investment holding

 

USD

354,000

 

USD

354,000

 

  -

 

100.00

   

$22,760,040

   

$319,481

   

$319,481

   
                                                   

OMNI GLOBAL LIMITED

Investee company

 

Address

 

Main businesses and products

 

Initial Investment

 

Investment as of September 30, 2019

 

Net income (loss) of investee company

 

Investment income (loss) recognized

 

Note

Ending balance

 

Beginning balance

Number of shares (thousand)

 

Percentage of ownership
(%)

 

Carrying amount

     
     

UNITED MICROTECHNOLOGY CORPORATION (NEW YORK)

 

USA

 

Research & Development

 

USD

950

 

USD

950

 

0

 

100.00

   

$31,173

   

$(10)

   

$(10)

   

UNITED MICROTECHNOLOGY CORPORATION (CALIFORNIA)

 

USA

 

Research & Development

 

USD

1,000

 

USD

1,000

 

0

 

100.00

   

35,775

   

1,098

   

1,098

   

ECP VITA PTE. LTD.

 

Singapore

 

Insurance

 

USD

9,000

 

USD

9,000

 

9,000

 

100.00

   

546,343

   

22,612

   

22,612

   

UMC TECHNOLOGY JAPAN CO., LTD.

 

Japan

 

Semiconductor manufacturing technology development and consulting services

 

JPY

35,000

 

JPY

35,000

 

4

 

100.00

   

9,271

   

(156)

   

(156)

   

 
 

ATTACHMENT 10 (Names, locations and related information of investee companies as of September 30, 2019) (Not including investment in Mainland China)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                                   

GREEN EARTH LIMITED

Investee company

 

Address

 

Main businesses and products

 

Initial Investment

 

Investment as of September 30, 2019

 

Net income (loss) of investee company

 

Investment income (loss) recognized

 

Note

Ending balance

 

Beginning balance

Number of shares (thousand)

 

Percentage of ownership
(%)

 

Carrying amount

     
     

UNITED MICROCHIP CORPORATION

 

Cayman

 

Investment holding

 

USD

           974,050

 

USD

974,050

 

 974,050

 

100.00

   

$12,688,313

   

$(4,126,711)

   

$(4,126,711)

   

 

 


 
 

ATTACHMENT 11 (Investment in Mainland China as of September 30, 2019)

(Amount in thousand; Currency denomination in NTD or in foreign currencies)

                                                         

Investee company

 

Main businesses and products

 

Total amount of
paid-in capital

 

Method of investment
(Note 1)

 

Accumulated
outflow of
investment from
Taiwan as of
January 1, 2019

 

Investment flows

 

Accumulated outflow of investment from Taiwan as of
September 30, 2019

       

Percentage of ownership

 

Investment income (loss) recognized
(Note 2)

 

Carrying amount
as of
September 30, 2019

 

Accumulated inward remittance of earnings as of
September 30, 2019

   

Outflow

 

Inflow

   

Net income (loss) of investee company

       

UNITRUTH ADVISOR (SHANGHAI) CO., LTD.

 

Investment Holding and advisory

 


(USD

$24,776
800)

 

(ii)SOARING CAPITAL CORP.

 


(USD

$24,776
800)

 

$-

   

$-

 


(USD

$24,776
800)

   

$(1,926)

 

100.00%

   

$(1,926)
(iii)

   

$11,710

   

$-

EVERRICH (SHANDONG) ENERGY CO., LTD.

 

Solar engineering integrated design services

 


(USD

23,228
750)

 

(ii)EVERRICH ENERGY INVESTMENT (HK) LIMITED

 


(USD

23,228
750)

   

 -

   

-

 


(USD

23,228
750)

   

6,324

 

100.00%

   

 6,324
(iii)

   

37,054

 


(USD

136,020
4,392)

UNITED LED CORPORATION

 

Research, manufacturing and sales in LED epitaxial wafers

 


(USD

2,601,480
84,000)

 

(ii)UNITED LED CORPORATION HONG KONG LIMITED

 


(USD

 627,143
]20,250)

   

 -

   

-

 


(USD

 627,143
20,250)

 

  (RMB

 (125,380)
  (28,936))

 

25.14%

 


(RMB

 (31,523)
 (7,275))
(ii)

 


(RMB

116,419
 26,868)

   

  -

HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

 

Sales and manufacturing of integrated circuits

 


(RMB

13,887,326
3,205,014)

 

(ii)OAKWOOD ASSOCIATES LIMITED

 


(USD

9,572,889
309,102)

   

-

   

-

 


(USD

9,572,889
309,102)

 


(RMB

301,308
69,538)

 

98.14%
(Note 4)

 


(RMB

 295,688
68,241)
(ii)

 


(RMB

21,973,726
 5,071,250)

   

  -

UNITEDDS SEMICONDUCTOR (SHANDONG) CO., LTD.

 

Design support of integrated circuits

 


(RMB

129,990
 30,000)

 

(iii)HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

   

 -
 

   

-

   

-

   

 -
 

 


(RMB

 8,059
1,860)

 

98.14%

 


(RMB

 7,908
1,825)
(iii)

 


(RMB

 193,884
44,746)

   

  -

UNITED SEMICONDUCTOR (XIAMEN) CO., LTD.

 

Sales and manufacturing of integrated circuits

 


(RMB

55,019,541
12,697,794)

 

(ii)UNITED MICROCHIP CORPORATION and (iii)HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.

 


(USD

29,884,997
964,966)
(Note5)

   

-

   

-

 


(USD

29,884,997
964,966)
(Note5)

 


(RMB

 (7,806,359)
(1,801,606))

 

64.95%

 


(RMB

 (5,070,009)
(1,170,092))
(ii)

 


(RMB

 16,357,084
3,775,002)

   

  -

                                                                       

Accumulated investment in Mainland China as of
September 30, 2019

 

Investment amounts authorized by Investment Commission, MOEA

 

Upper limit on investment

                                       
                                           

$40,133,033
(USD 1,295,868)

   

$50,410,643
(USD 1,627,725)

   

$122,783,337

                                       
                                                                       

Note 1 :

 

The methods for engaging in investment in Mainland China include the following:

   

(i) Direct investment in Mainland China.

   

(ii) Indirectly investment in Mainland China through companies registered in a third region (Please specify the name of the company in third region).

   

(iii) Other methods.

Note 2 :

 

The investment income (loss) recognized in current period, the investment income (loss) were determined based on the following basis:

   

(i) The financial report was reviewed by an international certified public accounting firm in cooperation with an R.O.C. accounting firm.

   

(ii) The financial statements were reviewed by the auditors of the parent company.

   

(iii) Others.

Note 3 :

 

Initial investment amounts denominated in foreign currencies are translated into New Taiwan Dollars using the spot rates at the financial report date.

Note 4 :

 

The Company indirectly invested in HEJIAN TECHNOLOGY (SUZHOU) CO., LTD. via investment in BEST ELITE INTERNATIONAL LIMITED, an equity investee.  The investment has been approved by the Investment Commission, MOEA

   

in the total amount of USD 383,569 thousand.  As of September 30, 2019, the amount of investment has been all remitted.

Note 5 :

 

The investment  to UNITED SEMICONDUCTOR (XIAMEN) CO., LTD. (USCXM) from HEJIAN TECHNOLOGY (SUZHOU) CO., LTD.  and indirectly invested in USCXM via investment in GREEN EARTH LIMITED.

   

The consent to invest in USCXM's investment has been approved by the Investment Commission, MOEA in the total amount of USD 1,222,356 thousand.  As of September 30, 2019, the amount of investment  has been all remitted.