6-K 1 v417055_6k.htm FORM 6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

______________

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

 

For the month of: August 2015

 

Commission File Number:000-53826

 

PLASTEC TECHNOLOGIES, LTD.

(Translation of registrant’s name into English)

 

Unit 01, 21/F, Aitken Vanson Centre, 61 Hoi Yuen Road, Kwun Tong, Kowloon, Hong Kong

(Address of Principal Executive Offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.Form 20-F x  Form 40-F ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): _____

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): _____

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.Yes ¨  No x

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-___________.

 

 
 

 

Unaudited Financial Statements

 

This Report of Foreign Private Issuer on Form 6-K by Plastec Technologies, Ltd. (“we, “us”, “our” or the “Company”) contains the Company’s unaudited financial results for its fiscal year 2015 second quarter and six months ended June 30, 2015.

 

Forward Looking Statement

 

This Report of Foreign Private Issuer on Form 6-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934. These statements relate to future events or the Company’s future financial performance. The Company has attempted to identify forward-looking statements by terminology including “anticipates”, “believes”, “expects”, “can”, “continue”, “could”, “estimates”, “intends”, “may”, “plans”, “potential”, “predict”, “should” or “will” or the negative of these terms or other comparable terminology. These statements are only predictions, uncertainties and other factors may cause the Company’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. The information in this Report of Foreign Private Issuer on Form 6-K is not intended to project future performance of the Company. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot and does not guarantee future results, levels of activity, performance or achievements. The Company’s expectations are as of the date this Report of Foreign Private Issuer on Form 6-K is filed, and the Company does not intend to update any of the forward-looking statements after the date this Report of Foreign Private Issuer on Form 6-K is filed to conform these statements to actual results, unless required by law.

 

The forward-looking statements included in this Report of Foreign Private Issuer on Form 6-K are subject to risks, uncertainties and assumptions about our businesses and business environments. These statements reflect our current views with respect to future events and are not a guarantee of future performance. Actual results of our operations may differ materially from information contained in the forward-looking statements as a result of risk factors some of which include, among other things: continued compliance with government regulations; changing legislation or regulatory environments; requirements or changes affecting the business in which the Company is engaged; industry trends, including factors affecting supply and demand; labor and personnel relations; credit risks affecting the Company's revenue and profitability; changes in the plastic industry; the Company’s ability to effectively manage its growth, including implementing effective controls and procedures and attracting and retaining key management and personnel; changing interpretations of generally accepted accounting principles; general economic conditions; and other relevant risks detailed in the Company’s filings with the Securities and Exchange Commission.

 

 
 

 

PLASTEC TECHNOLOGIES, LTD.

 

CONSOLIDATED BALANCE SHEETS

(Hong Kong dollars in thousands, except number of shares, per share data and unless otherwise stated)

 

   

(Unaudited)

 

June 30,

   

(Audited)

 

December 31,

 
    2015     2014  
    HK$     HK$  
ASSETS            
             
Current assets            
Cash and cash equivalents     478,288       528,527  
Trade receivables, net of allowances for doubtful accounts of HK$nil, and HK$nil as of December 31, 2014 and June 30, 2015, respectively     307,896       278,553  
Inventories     102,017       96,030  
Deposits, prepayment and other receivables     60,134       50,204  
Total current assets     948,335       953,314  
                 
Property, plant and equipment, net     293,329       283,500  
Prepaid lease payments, net     18,928       19,692  
Deferred tax assets     18,738       14,212  
Intangible assets     438       438  
Total assets     1,279,768       1,271,156  
                 
                 
LIABILITIES AND SHAREHOLDERS’ EQUITY                
Current liabilities                
Bank borrowings     47,350       21,429  
Trade payables     135,442       125,854  
Other payables and accruals     135,323       103,576  
Tax payable     58,321       58,736  
Total current liabilities     376,436       309,595  
                 
Bank Borrowings     14,286       28,571  
Total liabilities     390,722       338,166  
                 
Commitments and contingencies     -       -  
                 
Shareholders’ equity                
Ordinary shares (US$0.001 par value; 100,000,000 authorized 12,938,128 and 12,938,128 shares issued and outstanding as of December 31, 2014 and June 30, 2015, respectively)     101       101  
Additional paid-in capital     26,049       26,049  
Accumulated other comprehensive income     14,718       10,137  
Retained earnings     848,178       896,703  
Total shareholders’ equity     889,046       932,990  
                 
Total liabilities and shareholders’ equity     1,279,768       1,271,156  

 

 
 

 

PLASTEC TECHNOLOGIES, LTD.

 

CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (Unaudited)

(Hong Kong dollars in thousands, except number of shares, per share data and unless otherwise stated)

 

   

For the 3-month

period ended June 30,

   

For the 6-month

period ended June 30,

 
    2015     2014     2015     2014  
    HK$     HK$     HK$     HK$  
                         
                         
Revenues     322,811       262,940       615,703       537,193  
Cost of revenues     (252,989 )     (212,708 )     (471,915 )     (421,255 )
Gross profit     69,822       50,232       143,788       115,938  
                                 
Operating expenses, net                                
Selling, general and administrative expenses     (40,433 )     (27,650 )     (72,795 )     (57,500 )
Other income     391       1,106       687       1,163  
Gain/(loss) on disposal of a subsidiary     -       (2,605 )     -       29,557  
Written-off of property, plant and equipment     (829 )     -       (1,261 )     (440 )
Gain on disposal of property, plant and equipment     2,293       364       2,430       552  
Total operating expenses, net     (38,578 )     (28,785 )     (70,939 )     (26,668 )
                                 
Income from operations     31,244       21,447       72,849       89,270  
                                 
Interest income     284       388       935       555  
Interest expense     (488 )     (447 )     (800 )     (868 )
Income before income tax expense     31,040       21,388       72,984       88,957  
                                 
Income tax expense     (3,551 )     (3,777 )     (10,500 )     (9,781 )
Net income     27,489       17,611       62,484       79,176  
                                 
Other comprehensive income                                
Foreign currency translation adjustment     (263 )     -       4,581       (2,151 )
Comprehensive income attributable to Plastec Technologies, Ltd.     27,226       17,611       67,065       77,025  
                                 
Net income per share:                                
                                 
Weighted average number of ordinary shares     12,938,128       12,938,128       12,938,128       12,938,128  
                                 
Weighted average number of diluted ordinary shares     12,938,128       12,938,128       12,938,128       12,938,128  
                                 
Basic income per share attributable to Plastec Technologies, Ltd.     HK$2.1       HK$1.4       HK$4.8       HK$6.1  
                                 
Diluted income per share attributable to Plastec Technologies, Ltd.     HK$2.1       HK$1.4       HK$4.8       HK$6.1  

 

 
 

 

PLASTEC TECHNOLOGIES, LTD.

 

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (Unaudited)

(Hong Kong dollars in thousands, except number of shares, per share data and unless otherwise stated)

 

    Ordinary shares           Accumulated              
   

Number of shares

outstanding

    Amount    

Additional

paid-in

capital

   

other

comprehensive

income

   

Retained

earnings

   

Shareholders’

equity

 
          HK$     HK$     HK$     HK$     HK$  
Balance at December 31, 2013 and at January 1, 2014     12,938,128       101       26,455       17,901       759,157       803,614  
                                                 
Net income for the year     -       -       -       -       167,821       167,821  
Dividends paid     -       -       -       -       (30,275 )     (30,275 )
Warrants repurchases     -       -       (406 )     -       -       (406 )
Cumulative translation adjustment     -       -       -       (7,764 )     -       (7,764 )
Balance at December 31, 2014 and at January 1, 2015     12,938,128       101       26,049       10,137       896,703       932,990  
                                                 
Net income for the period     -       -       -       -       62,484       62,484  
Dividends paid     -       -       -       -       (111,009 )     (111,009 )
Cumulative translation adjustment     -       -       -       4,581       -       4,581  
Balance at June 30, 2015     12,938,128       101       26,049       14,718       848,178       889,046  

 

 
 

 

PLASTEC TECHNOLOGIES, LTD.

 

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(Hong Kong dollars in thousands, except number of shares, per share data and unless otherwise stated)

 

   

For the 6-month

period ended June 30,

 
    2015     2014  
    HK$     HK$  
Operating activities            
Net income     62,484       79,176  
Adjustments to reconcile net income to net cash provided by operating activities:                
Depreciation and amortization     49,105       56,106  
Gain on disposal of a subsidiary     -       (29,557 )
Loss on written-off of property, plant and equipment     1,261       440  
Gain on disposal of property, plant and equipment     (2,430 )     (552 )
Deferred tax credit     (3,796 )     (1,358 )
Changes in operating assets and liabilities:                
Trade receivables     (29,343 )     18,795  
Inventories     (5,987 )     (1,045 )
Deposits, prepayment and other receivables     (9,931 )     (7,783 )
Trade payables     26,966       11,101  
Other payables and accruals     14,369       (4,493 )
Tax payables     (882 )     8,539  
Net cash provided by operating activities     101,816       129,369  
                 
Investing activities                
Purchase of property, plant and equipment     (61,290 )     (16,577 )
Proceeds from disposal of a subsidiary     -       43,447  
Proceeds from disposal of property, plant and equipment     4,028       749  
Deposits for purchase of property, plant and equipment     -       (2,360 )
Net cash (used in)/generated from investing activities     (57,262 )     25,259  
                 
Financing activities                
Net proceeds/(repayment) from/ of bank borrowings     11,635       (11,495 )
Dividends paid     (111,009 )     (20,183 )
Net cash used in financing activities     (99,374 )     (31,678 )
                 
                 
Net increase/(decrease) in cash and cash equivalents     (54,820 )     122,950  
                 
Effect of exchange rate changes on cash and cash equivalents     4,581       (3,079 )
                 
Cash and cash equivalents, beginning of period     528,527       348,901  
Cash and cash equivalents, end of period     478,288       468,772  
                 
Supplementary disclosures of cash flow information:                
Interest (received)/paid, net     (135 )     317  
Income taxes paid     15,178       2,602  

 

 
 

 

Plastec Technologies, Ltd.

Management discussion and analysis

 

General

 

The unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“USGAAP”). The preparation of financial statements in conformity with USGAAP requires management to make estimates and assumptions that reported amounts of assets and liabilities at the date of the financial statements and the amount of expenses reported during the period. Actual results could differ from those estimates. Unless otherwise indicated, all financial information presented in HK$ may be converted to US$ using the exchange rate of 7.8 HK$ for every 1 US$.

 

Results of Operations

 

Operating results for the second quarter ended June 30, 2015 compared to the second quarter ended June 30, 2014

 

We recorded an approximately 22.8% increase in revenue for the second quarter ended June 30, 2015 to HK$322.8 million compared to the corresponding period in the prior year. The increase in revenue was primarily a result of our continued focus on soliciting new orders from existing customers as well as new customers, at the same time, eliminating sales orders with low margins.

 

Accordingly, our gross profit increased by approximately 39.0%, or HK$19.6 million to HK$69.8 million compared to the corresponding period in the prior year. The increase in gross profit was attributable to better margins on our products compared to the corresponding period in the prior year, and also our on-going efforts in streamlining our manufacturing operation and process to reduce costs. Gross profit margin improved to 21.6% from 19.1% compared to the corresponding period in the prior year. Income before income tax expenses increased by approximately 45.1%, or HK$9.6 million to HK$31.0 million compared to the corresponding period in the prior year.

 

Income tax expense was HK$3.6 million compared to HK$3.8 million in the corresponding period in the prior year, representing an effective income tax rate was 11.4% compared to 17.7% in the corresponding prior year period.

 

Net income after tax increased by approximately by 56.0%, or HK$9.9 million to HK$27.5 million in the second quarter ended June 30, 2015, compared to the corresponding period in the prior year.

 

Operating results for the six months ended June 30, 2015 compared to the six months ended June 30, 2014

 

We recorded an approximately 14.6% increase in revenue for the six months ended June 30, 2015 to HK$615.7 million compared to the corresponding period in the prior year, as a result of our continued focus on soliciting new orders from existing customers as well as new customers throughout this period.

 

Our gross profit increased by approximately 24.0%, or HK$27.9 million to HK$143.8 million compared to the corresponding period in the prior year. The increase in gross profit was attributable to better margins on our products and our on-going efforts in cost control throughout the period. Gross profit margin improved to 23.4% from 21.6% compared to the corresponding period in the prior year.

 

We recorded an approximately 18.0% decrease in income before income tax expenses for the second quarter ended June 30, 2015 to HK$73.0 million compared to the corresponding period in the prior year. The decrease was mainly attributable to the relative effect arising from a one-off gain on disposal of a subsidiary for HK$29.6 million recorded in the corresponding period in the prior year. Excluding the effect of this prior corresponding period one-off transaction, our operating income before income tax increased by approximately 22.9%.

 

Income tax expense was HK$10.5 million compared to HK$9.8 million in the corresponding period in the prior year, arising from an increased normal operating income. Excluding the effect of the aforesaid prior corresponding period one-off gain on disposal of a subsidiary, our effective income tax rate was 14.4% compared to 16.5% in the corresponding prior year period and our net income after tax increased by approximately 26.0% to HK$62.5 million, compared to the corresponding period in the prior year.

 

 
 

 

Balance sheet positions as at June 30, 2015 compared to December 31, 2014

 

Total assets increased by HK$8.6 million or approximately 0.7% to HK$1,279.8 million as of June 30, 2015 compared to HK$1,271.2 million as of December 31, 2014. This increase was mainly attributed to a HK$29.3 million increase in trade receivables, a HK$9.9 million increase in deposits, prepayment and other receivables and a HK$9.8 million increase in property, plant and equipment, against a HK$50.2 million decrease in cash and cash equivalents.

 

Total liabilities increased by HK$52.5 million or approximately 15.5% to HK$390.7 million as of June 30, 2015 compared to HK$338.2 million as of December 31, 2014. This increase was mainly attributable to a HK$31.7 million increased in other payables and accruals, a HK$11.6 million increase in bank borrowings and a HK$9.5 million increase in trade payables.

 

Cashflow analysis

 

We have relied primarily upon internally generated funds and bank borrowings to finance our operations and expansion.

 

For the six months ended June 30, 2015, we recorded HK$54.8 million cash outflow as compared to HK$123.0 million cash inflow in the same corresponding period in the prior year, which included HK$43.4 million proceeds from the disposal of a subsidiary in that prior period.

 

We generated HK$101.8 million cash inflow from operating activities as compared to HK$129.4 million cash inflow in the corresponding period in the prior year. Net cash used in investing activities was HK$57.3 million compared to net cash inflow of HK$25.3 million in the corresponding period in the prior year which included HK$43.4 million proceeds from the aforesaid disposal of a subsidiary.

 

Net cash used in financing activities for the period was HK$99.4 million which included dividends payment in aggregate of HK$111.0 million, compared to HK$31.7 million net cash used in financing activities in the corresponding period in the prior year which included dividends payment of HK$20.2 million.

 

 

Off-Balance Sheet Arrangements

 

The Company has not entered into any financial guarantees or other commitments to guarantee the payment obligations of third parties. The Company has not entered into any derivative contracts that are indexed to its shares and classified as shareholder’s equity or that are not reflected in its combined financial statements. Furthermore, the Company does not have any retained or contingent interest in assets transferred to an unconsolidated entity that serves as credit, liquidity or market risk support to such entity. The Company does not have any variable interest in any unconsolidated entity that provides financing, liquidity, market risk or credit support to it or that engages in leasing, hedging or research and development services with the Company. There are no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, net sales or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to an investor.

 

 
 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  PLASTEC TECHNOLOGIES, LTD.
     
  By: /s/ Kin Sun Sze-To
  Name:     Kin Sun Sze-To
  Title: Chief Executive Officer

 

Dated: August 6 2015