6-K 1 v378244_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: May 13, 2014

 

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 ¨

 

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 2014 first quarter ended March 31, 2014. A copy of the press release issued by the Company announcing such financial results is attached to this report as Exhibit 99.1.

 

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)
March 31,
   (Audited)
December 31,
 
   2014   2013 
   HK$   HK$ 
         
ASSETS 
Current assets        
Cash and cash equivalents   444,811    348,901 
Trade receivables, net of allowances for doubtful accounts of HK$nil, and HK$nil as of December 31, 2013 and March 31, 2014 respectively   237,548    269,419 
Inventories   91,539    107,058 
Deposits, prepayment and other receivables   33,626    28,139 
Total current assets   807,524    753,517 
           
Property, plant and equipment, net   330,018    364,149 
Prepaid lease payments, net   20,838    22,167 
Other assets   2,517    2,325 
Deferred tax assets   13,853    12,225 
Intangible assets   438    438 
Total assets   1,175,188    1,154,821 
           

LIABILITIES AND SHAREHOLDERS’ EQUITY 
           
Current liabilities          
Bank borrowings   33,485    37,782 
Trade payables   87,979    105,428 
Other payables and accruals   95,712    116,608 
Dividend payables   20,183    - 
Tax payable   44,984    41,389 
Total current liabilities   282,343    301,207 
           
Bank borrowings   50,000    50,000 
Total liabilities   332,343    351,207 
           
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, 2013 and March 31, 2014 respectively)   101    101 
Additional paid-in capital   26,455    26,455 
Accumulated other comprehensive income   15,750    17,901 
Retained earnings   800,539    759,157 
Total shareholders’ equity   842,845    803,614 
           
Total liabilities and shareholders’ equity   1,175,188    1,154,821 

 

 
 

 

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 March 31,
 
   2014   2013 
   HK$   HK$ 
         
         
Revenues   274,253    294,686 
Cost of revenues   (208,547)   (233,772)
Gross profit   65,706    60,914 
           
Operating income/(expenses), net          
Selling, general and administrative expenses   (29,850)   (37,944)
Other income   57    86 
Gain on disposal of a subsidiary   32,162    - 
Written-off of property, plant and equipment   (440)   - 
Gain/(loss) on disposal of property, plant and equipment   188    (67)
Total operating income / (expenses), net   2,117    (37,925)
           
Income from operations   67,823    22,989 
           
Interest income   167    51 
Interest expense   (420)   (388)
Income before income tax expense   67,570    22,652 
           
Income tax expense   (6,005)   (10,474)
Net income   61,565    12,178 
           
Other comprehensive income / (expenses)          
Foreign currency translation adjustment   (2,151)   1,318 
Comprehensive income attributable to Plastec Technologies, Ltd.   59,414    13,496 
           
Net income per share:          
           
Weighted average number of ordinary shares   12,938,128    13,785,561 
           
Weighted average number of diluted ordinary shares   12,938,128    13,785,561 
           
Basic income per share attributable to Plastec Technologies, Ltd.   

HK$4.8

    

HK$0.9

 
           
Diluted income per share attributable to Plastec Technologies, Ltd.   

HK$4.8

    

HK$0.9

 

 

 
 

 

PLASTEC TECHNOLOGIES, LTD.

 

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(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, 2012
and at January 1, 2013
   14,292,228    112    85,332    14,524    678,277    778,245 
                               
Net income for the year   -    -    -    -    80,880    80,880 
Share repurchases   (1,354,100)   (11)   (63,360)   -    -    (63,371)
Warrants repurchases   -    -    (33)   -    -    (33)
Capital contribution   -    -    4,516    -    -    4,516 
Cumulative translation adjustment   -    -    -    3,377    -    3,377 
 
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 period   -    -    -    -    61,565    61,565 
Dividends declared   -    -    -    -    (20,183)   (20,183)
Cumulative translation
adjustment
   -    -    -    (2,151)   -    (2,151)
 
Balance at March 31, 2014
   12,938,128    101    26,455    15,750    800,539    842,845 

 

 

 
 

 

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 3-month
period ended March 31,
 
   2014   2013 
   HK$   HK$ 
Operating activities        
Net income   61,565    12,178 
Adjustments to reconcile net income to net cash provided by operating activities:          
Depreciation and amortization   28,550    32,217 
Gain on disposal of a subsidiary   (32,162)   - 
Loss on written-off of property, plant and equipment   440    - 
Loss/(gain) on disposal of property, plant and equipment   (186)   67 
Deferred tax charge   (985)   - 
Changes in operating assets and liabilities:          
Trade receivables   31,871    21,523 
Inventories   15,519    16,323 
Deposits, prepayment and other receivables   (5,513)   (8,087)
Trade payables   (17,449)   (27,353)
Other payables and accruals   (20,308)   (26,788)
Tax payables   6,990    10,474 
Net cash provided by operating activities   68,332    30,554 
           
Investing activities          
Purchase of property, plant and equipment   (8,925)   (11,954)
Proceeds from disposal of a subsidiary   46,052    - 
Proceeds from disposal of property, plant and equipment   220    350 
Deposits for purchase of property, plant and equipment   (2,517)   (116)
Net cash provided/(used) in investing activities   34,830    (11,720)
           
Financing activities          
Repurchases of securities   -    (28,080)
Net repayment of bank borrowings   (4,297)   (19,587)
Net cash used in financing activities   (4,297)   (47,667)
           
Effect of exchange rate changes on cash and cash equivalents   (2,955)   1,318 
           
Net increase/(decrease) in cash and cash equivalents   98,865    (28,833)
Cash and cash equivalents, beginning of the period   348,901    309,862 
Cash and cash equivalents, end of the period   444,811    282,347 
           
Supplementary disclosures of cash flow information:
          
Interest paid, net   254    337 
Income taxes paid   -    - 

 

 
 

 

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 first quarter ended March 31, 2014 compared to the first quarter ended March 31, 2013

 

We recorded an approximately 6.9% decline in revenue for the first quarter ended March 31, 2014 to HK$274.3 million compared to the corresponding period in the prior year. The decrease in revenue was primarily a result of our continued focus on soliciting relatively high margin products and not seeking sales orders with thin margins.

 

As a result of the foregoing, our gross profit was increased by approximately 7.9% to HK$65.7 million compared to the corresponding period in the prior year. The increased 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 process and controlling direct wages and factory overheads. Gross profit margin improved to 24.0% from 20.7% compared to the corresponding period in the prior year.

 

Income before income tax expenses increased by approximately 198.3% to HK$67.6 million compared to the corresponding period in the prior year. The increase was largely the result of a one-off gain on disposal of a subsidiary for approximately HK$32.2 million, as well as a minimization of selling, general and administrative expenses.

 

Total selling, general and administrative expenses decreased by approximately 21.3% to HK$29.9 million compared to the corresponding period in the prior year, mainly due to our implementation of costs containment strategies and capacity restructuring exercise during 2013 resulting in downsizing and cessation of our operations at Heyuan and Zuhai, augmented also by an exchange gain recorded during the period of approximately HK$5.0 million.

 

As a result, our net income after tax increased by approximately 405.5% to HK$61.6 million in the first quarter ended March 31, 2014, compared to net income after tax of HK$12.2 million in the corresponding period in prior year. Without giving effect to the contribution from the one-off gain on disposal of the subsidiary, our net income after tax was approximately HK$29.4 million.

 

Balance sheet positions as at March 31, 2014 compared to December 31, 2013

 

Total assets increased by HK$20.4 million or approximately 1.8% to HK$1,175.2 million as at March 31, 2014 compared to HK$1,154.8 million as at December 31, 2013. This increase was mainly attributed to a HK$95.9 million increase in cash and cash equivalents, against a HK$31.9 million decrease in trade receivables, and a HK$34.1 million decrease in net book value of fixed assets and a HK$15.5 million decrease in inventories.

 

Total liabilities decreased by HK$18.9 million or approximately 5.4% to HK$332.3 million as at March 31, 2014 compared to HK$351.2 million as at December 31, 2013. This decrease was mainly attributed to a HK$20.9 million decrease in other payables and accruals, a HK$17.4 million decrease in trade payables and a HK$4.3 million decrease in bank borrowings, against a HK$20.2 million dividend payables provided for the one-time dividend we declared for our fiscal year 2013 annual results.

 

 
 

 

Cashflow analysis

 

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

 

For the three months ended March 31, 2014, we recorded HK$98.9 million cash inflow as compared to HK$28.8 million cash outflow in the corresponding period in the prior year, arising from increased cash provided by operating activities and increased cash provided in investing activities, against decreased cash used in financing activities during the period.

 

We generated HK$68.3 million net cash inflow provided by operating activities which included an adjustment of HK$32.2 million gain on disposal of a subsidiary, compared to HK$30.6 million net cash inflow in the corresponding period in the prior year. We recorded approximately HK$46.1 million proceeds from disposal of the subsidiary which accordingly contributed to the HK$34.8 million net cash provided in investing activities, compared to HK$11.7 million net cash used in investing activities in the corresponding period in the prior year. Net cash used in financing activities for the period was HK$4.3 million which was used in net repayment of bank borrowings, compared to HK$47.7 million net cash used in financing activities in the corresponding period in the prior year whereas HK$28.1 million was used in repurchases of securities and HK$19.6 million was used in net repayment of bank borrowings during the corresponding period in the prior year.

 

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: May 13, 2014