HannStar Display Corporation and Subsidiaries Consolidated Financial Statements for the years ended December 31, 2015 and 2014 Independent Auditors Audit Report
REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE To Hannstar Display Corp. We have audited the accompanying consolidated balance sheets of HannStar Display Corporation and subsidiaries as of December 31, 2015 and 2014, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, expressed in thousands of New Taiwan dollars. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We did not audit the financial statements of certain investments accounted for under equity method, which statements reflect total comprehensive loss (including share of profit of associates and joint ventures accounted for under equity method and share of other comprehensive income of associates and joint ventures accounted for under equity method) of $23,206 thousand and $177 thousand, constituting 0.92% and 0.01% of the consolidated comprehensive income for the years then ended, respectively, and total assets (including investments accounted for under equity method) of $166,617 thousand and $189,823 thousand, both constituting 0.4% of the consolidated total assets as of December 31, 2015 and 2014, respectively. Those financial statements and the information disclosed in Note 13 were audited by other auditors whose reports thereon have been furnished to us, and our opinion expressed herein is based solely on the audit reports of the other independent accountants. We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and generally accepted auditing standards in the Republic of China. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits and the reports of the other independent accountants provide a reasonable basis for our opinion. - 2 -
In our opinion, based on our audits and the reports of other independent accountants, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of HannStar Display Corporation and subsidiaries as of December 31, 2015 and 2014, and their financial performance and cash flows for the years then ended, in conformity with the Rules Governing the Preparation of Financial Statements by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission (FSC). We have also audited the parent company only financial statements of HannStar Display Corporation as of and for the years ended December 31, 2015 and 2014, on which we have expressed a modified unqualified opinion on such financial statements. PricewaterhouseCoopers, Taiwan March 22, 2016 ------------------------------------------------------------------------------------------------------------------------------------ The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than 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. As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation. - 3 -
CONSOLIDATED BALANCE SHEETS (In Thousands of New Taiwan Dollars) December 31, 2015 December 31, 2014 Amount % Amount % ASSETS CURRENT ASSETS Cash and cash equivalents $ 4,204,436 11 $ 5,884,260 13 Financial assets at fair value through profit or loss-current 1,669-561,703 1 Notes receivable, net 13,669-3,056 - Accounts receivable, net 1,870,682 5 2,251,381 5 Accounts receivable from related parties, net 158,774-1,218,525 3 Other receivables 545,576 1 409,862 1 Other receivables from related parties 257,784 1 81,957 - Inventories 1,974,222 5 1,965,513 4 Non-current assets held for sale, net 689,742 2 496,037 1 Other financial assets-current 1,178,519 3 2,531,067 6 Other current assets 228,056-418,231 1 Total current assets 11,123,129 28 15,821,692 35 NON-CURRENT ASSETS Available-for-sale financial assets-non-current 588,634 2 917,639 2 Financial assets carried at cost-non-current 298,861 1 298,861 1 Debt investments without active market-non-current 2,131,154 5 331,154 1 Investments accounted for using equity method 3,958,663 10 4,192,553 9 Property, plant and equipment, net 19,209,252 49 22,045,178 48 Investment properties 1,184,030 3 1,189,396 3 Intangible assets 699,670 2 465,480 1 Deferred income tax assets 11,000-11,000 - Prepayments for equipment 29,077-91,574 - Prepaid pension cost-non-current 95,342-97,727 - Other non-current assets 57,144-116,272 - Total non-current assets 28,262,827 72 29,756,834 65 TOTAL ASSETS $ 39,385,956 100 $ 45,578,526 100 LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term loans $ 416,180 1 $ 664,650 2 Financial liabilities at fair value through profit or loss- current 118-11,977 - Notes payable 19,463-63,747 - Accounts payable 2,299,885 6 2,685,441 6 Accounts payable to related parties 37,918-258,024 1 Payable for equipment purchased 417,861 1 713,334 2 Other payables 1,529,641 4 2,467,636 5 Other payables related parties 4,033-70,949 - Current income tax liabilities 32,305-30,949 - Provisions for the expected cost of warranty obligations-current 169,903 1 190,998 1 Current portion of long-term loans 1,680,000 4 558,600 1 Other current liabilities 104,307-291,787 1 Total current liabilities 6,711,614 17 8,008,092 18 NON-CURRENT LIABILITIES Hedging derivative liabilities-non-current - - 120,233 - Long-term loans - - 1,680,000 4 Deferred income tax liabilities 15,294-16,422 - Other non-current liabilities 19,297-143,671 - Total non-current liabilities 34,591-1,960,326 4 Total liabilities 6,746,205 17 9,968,418 22 EQUITY Common stock 32,339,339 82 33,011,909 72 Capital surplus 842,099 2 617,136 1 Retained earnings Legal reserve 621,594 2 567,502 1 Special reserve 264,111 1 981,497 2 (Accumulated deficit) unappropriated earnings ( 861,399) ( 2) 696,175 2 Other equity ( 565,993) ( 2) ( 264,111) - Total equity 32,639,751 83 35,610,108 78 TOTAL LIABILITIES AND EQUALITY $ 39,385,956 100 $ 45,578,526 100 (With PricewaterhouseCoopers Taiwan audit report dated March 22, 2016) - 4 -
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share) For the years ended December 31 2015 2014 (Adjusted) Amount % Amount % OPERATING REVENUE $ 17,179,483 100 $ 23,674,608 100 OPERATING COSTS ( 17,171,884) ( 100) ( 19,290,951) ( 82) GROSS PROFIT BEFORE ADJUSTMENTS 7,599-4,389,657 18 UNREALIZED LOSS - INTERCOMPANY 9,155-5,976 - GROSS PROFIT 16,754-4,389,633 18 OPERATING EXPENSES Marketing ( 738,645) ( 4) ( 770,905) ( 3) General and administrative ( 903,686) ( 5) ( 991,002) ( 4) Research and development ( 782,851) ( 5) ( 1,057,496) ( 5) Total operating expenses ( 2,425,182) ( 14) ( 2,819,403) ( 12) (LOSS) PROFIT FROM OPERATIONS ( 2,408,428) ( 14) 1,570,230 6 NON-OPERATING INCOME AND EXPENSES Other income 206,748 1 205,059 1 Other gains and losses 151,450 1 ( 1,187,566) ( 5) Finance costs ( 57,193) - ( 76,078) - Share of (loss) profit of associates accounted for using equity method ( 66,126) ( 1) 60,357 - Total non-operating income and expenses 234,879 1 ( 998,228) ( 4) (LOSS) INCOME BEFORE INCOME TAX ( 2,173,549) ( 13) 572,002 2 Income tax expense ( 30,610) - ( 31,078) - NET (LOSS) INCOME ($ 2,204,519) ( 13) $ 540,924 2 OTHER COMPREHENSIVE INCOME (LOSS) COMPONENTS OF OTHER COMPREHENSIVE INCOME THAT WILL NOT BE RECLASSIFIED TO PROFIT OR LOSS Actuarial gains and losses of defined benefit plans ($ 4,267) - $ 2,393 - Share of profit of associates accounted for using equity method 7,164 - - - Income tax related to components of other comprehensive income that will not be reclassified to profit or loss 725 - ( 406) - Components of other comprehensive income that will not be reclassified to profit or loss 3,622-1,987 - COMPONENTS OF OTHER COMPREHENSIVE INCOME THAT WILL BE RECLASSIFIED TO PROFIT OR LOSS Exchange differences on translating foreign operations ($ 5,262) - $ 171,145 1 Unrealized (loss) gain on available-for-sale financial assets ( 208,695) ( 1) 819,210 3 Hedge of net investments in foreign operations 23,644 - ( 233,921) ( 1) Share of other comprehensive loss of associates accounted for using equity method ( 111,569) ( 1) ( 39,049) - Components of other comprehensive (loss) income that will be reclassified to profit or loss ( 301,882) ( 2) 717,385 3 TOTAL OTHER COMPREHENSIVE (LOSS) INCOME AFTER TAX ($ 298,260) ( 2) $ 719,372 3 TOTAL COMPREHENSIVE (LOSS) INCOME ($ 2,502,419) ( 15) $ 1,260,296 5 NET (LOSS) INCOME ATTRIBUTABLE TO: Owner of the Company ($ 2,204,159) ( 13) $ 540,924 2 TOTAL COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO: Owner of the Company ($ 2,502,419) ( 15) $ 1,260,296 5 EARNINGS PER SHARE (in dollars) Basic earnings per share Diluted earnings per share ($ 0.68) $ 0.16 ($ 0.68) $ 0.16 (With PricewaterhouseCoopers Taiwan audit report dated March 22, 2016) - 5 -
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In Thousands of New Taiwan Dollars) Exchange Other Equity Unrealized Retained Earnings Differences on Gain Hedge of Net (Accumulated Deficit) Translating (Loss) on Investments in Unappropriated Common Stock Capital Surplus Legal Reserve Special Reserve Earnings Operations Financial Assets Operations Total Equity BALANCE AT JANUARY 1, 2014 $ 29,321,218 $ 634,686 $ - $ - $ 5,675,018 ($ 41,016) ($ 981,090) $ 40,610 $ 34,649,426 Distribution of 2013 earnings Foreign Available-for-sale Legal reserve - - 567,502 - ( 567,502) - - - - Special reserve - - - 981,496 ( 981,496) - - - - Stock dividends 3,371,940 - - - ( 3,371,940) - - - - Cash dividends - - - - ( 439,818) - - - ( 439,818) Employee bonus shares 318,751 ( 2,859) - - - - - - 315,892 Profit for the year - - - - 540,924 - - - 540,924 Change in capital surplus from investments in associates accounted for using equity method - ( 14,691) - - ( 160,997) - - - ( 175,688) Other comprehensive income (loss) - - - - 1,987 170,986 780,320 ( 233,921) 719,372 BALANCE AT DECEMBER 31, 2014 $ 33,011,909 $ 617,136 $ 567,502 $ 981,497 $ 696,175 $ 129,970 ($ 200,770) ($ 193,311) $ 35,610,108 BALANCE AT JANUARY 1, 2015 $ 33,011,909 $ 617,136 $ 567,502 $ 981,497 $ 696,175 $ 129,970 ($ 200,770) ($ 193,311) $ 35,610,108 Distribution of 2014 earnings Legal reserve - - 54,092 - ( 54,092) - - - - Reversal of special reserve - - - ( 717,386) 717,386 - - - - Loss for the year - - - - ( 2,204,159) - - - ( 2,204,159) Treasury stock repurchased and retired ( 672,570) 250,887 - - - - - - ( 421,683) Change in capital surplus from investments in associates accounted for using equity method - ( 25,924) - - ( 20,331) - - - ( 46,255) Other comprehensive income (loss) - - - - 3,622 ( 16,233) ( 309,293) 23,644 ( 298,260) BALANCE AT DECEMBER 31, 2015 $ 32,339,339 $ 617,136 $ 621,594 $ 264,111 ($ 861,399) $ 113,737 ($ 510,063) ($ 169,667) $ 32,639,751 Foreign (With PricewaterhouseCoopers Taiwan audit report dated March 22, 2016) - 6 -
CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) For the Years Ended December 31 2015 2014 CASH FLOWS FROM OPERATING ACTIVITIES Net (loss) income before income tax ($ 2,173,549) $ 572,002 Adjustments to reconcile net income before tax to net cash provided by operating activities: Provision (reversal of allowance) for doubtful accounts 59,140 ( 2,006) Loss (gain) from price recovery of inventory 8,043 ( 108,912) Depreciation 3,086,916 2,898,138 Amortization 153,395 207,079 Interest expense 57,193 76,078 Interest income ( 80,986) ( 88,996) Dividend income ( 19,150) ( 31,168) Net (gain) loss on disposal of property, plant and equipment ( 9,121) 27,428 Net gain on disposal of non-current assets held for sale ( 547,569) - Loss on sale of investments - 93,529 Impairment loss on financial assets 45,793 901,851 Impairment loss on non-financial assets 109,803 492,435 Impairment loss on investment accounted for using equity method 105,570 199,296 Share of loss (gain) on associates accounted for using equity method 66,125 ( 60,357) Unrealized loss - intercompany ( 9,155) ( 5,976) Net changes in operating assets and liabilities Financial assets at fair value through profit or loss-current 560,034 203,616 Notes receivable, net ( 10,613) ( 3,056) Accounts receivable, net 508,832 189,848 Accounts receivable from related parties 340,378 426,526 Other receivables ( 115,291) 23,274 Other receivables from related parties 58,712 ( 72,569) Inventories 344,216 ( 125,140) Other current assets 206,127 9,346 Other financial assets - current 1,352,648 9,853 Prepaid pension cost ( 1,883) ( 1,657) Financial liability at fair value through profit or loss-current ( 11,859) ( 1,853) Notes payable ( 44,284) 23,960 Accounts payable ( 438,317) ( 629,725) Accounts payable to related parties ( 220,106) 160,717 Other payables ( 935,870) 895,527 Other payables to related parties ( 359,805) ( 39,185) Other current liabilities ( 51,731) 184,500 Provisions-current ( 21,095) ( 3,316) Other non-current liabilities ( 8,591) - Cash generated from operations 2,003,950 7,181,087 Tax paid ( 29,656) - Net cash provided by operating activities 1,974,294 7,181,087 (Continued) - 7 -
CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) For the Years Ended December 31 2015 2014 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from disposal of non-current assets held for sale $ 931,990 $ - Acquisition of available-for-sale financial assets ( 270) ( 297,999) Proceeds from sale of available-for-sale financial assets - 433,917 Settlement of hedging derivatives ( 96,589) ( 145,502) Acquisition of investments accounted for using equity method - ( 2,048,055) Acquisition of property, plant and equipment ( 1,410,021) ( 4,216,865) Proceeds from disposal of property, plant and equipment 45,325 3,790 Acquisition of intangible assets ( 146,481) ( 171,437) Acquisition of debt investments without active market ( 1,800,000) ( 331,154) Increase in other receivables from related parties ( 234,539) - Decrease in other non-current assets 11,265 3,619 Net cash flow from acquisition of subsidiaries (net of cash acquired) 209,080 - Interest received 60,563 110,146 Dividend received 19,150 31,168 Net cash used in investing activities ( 2,410,527) ( 6,628,372) CASH FLOWS FROM FINANCING ACTIVITIES Repayment of short-term loans ( 247,169) ( 226,887) Repayment of long-term debt ( 560,000) ( 560,000) Increase in treasury stock ( 421,683) - Interest paid ( 57,094) ( 77,291) Cash dividends paid - ( 439,818) Net cash used in financing activities ( 1,285,946) ( 1,303,996) EFFECTS OF CHANGES IN EXCHANGE RATES 42,355 ( 2,438) NET DECREASE IN CASH AND CASH EQUIVALENTS ( 1,679,824) ( 753,719) CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 5,884,260 6,637,979 CASH AND CASH EQUIVALENTS, END OF YEAR $ 4,204,436 $ 5,884,260 (With PricewaterhouseCoopers Taiwan audit report dated March 22, 2016) - 8 -