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Investments in Unconsolidated Entities
12 Months Ended
Aug. 31, 2012
Investments in Unconsolidated Entities  
Investments in Unconsolidated Entities

 

5. Investments in Unconsolidated Entities

        The Company's unconsolidated entities are joint ventures that the Company accounts for as investments on an equity or cost method basis. The Company's ownership interest and carrying amounts of investments in unconsolidated entities as of August 31, 2012 and 2011 consist of the following (in thousands, except percentages):

 
  Percentage
Ownership
  August 31,
2012
  August 31,
2011
 

Equity method investments:

                   

China SemiLEDs

    49%   $   $ 13,434  

SILQ (Malaysia) Sdn. Bhd. ("SILQ")

    50%     525     833  

SS Optoelectronics Co., Ltd. ("SS Optoelectronics")

    49%     248     253  

Cost method investments

    Various     1,048     1,059  
                 

Total investments in unconsolidated entities

        $ 1,821   $ 15,579  
                 

        There were no dividends received from unconsolidated entities through August 31, 2012.

        Equity Method Investments—The following joint ventures are partially owned by the Company or its wholly owned subsidiaries; however, the Company has determined it does not control the entities but can exercise significant influence over the operating and financial policies of the joint ventures. The Company accounts for these joint ventures using the equity method of accounting.

        In December 2009, the Company entered into an agreement to establish China SemiLEDs in Guangdong, China for the purposes of conducting research and development and producing LED epitaxial wafers and chips to be sold in China. The Company contributed $14.7 million to acquire a 49% ownership interest in China SemiLEDs, which resulted in the Company's share of net assets of China SemiLEDs exceeding the carrying value of this investment by $7.3 million. Commencing during the year ended August 31, 2011, this difference has been amortized to income and the investment in China SemiLEDs over the weighted average useful life of the tangible assets used in the operations of China SemiLEDs, which is 11 years beginning in the period those assets were put in place and ready for their intended use. For the years ended August 31, 2012 and 2011, the Company recorded increases of $668 thousand and $278 thousand, respectively, to the Company's investment in China SemiLEDs and a corresponding reduction in the Company's equity in the net loss of China SemiLEDs. On November 19, 2012, representatives of China SemiLEDs shareholders held a meeting in which Company officers participated. Following this meeting, Company officers and management of China SemiLEDs determined that it was probable that the shareholders of China SemiLEDs would fail to agree to a restructuring plan for China SemiLEDs. This has caused management of China SemiLEDs to believe that the carrying amount of its long-lived assets might not be fully recoverable and as a result China SemiLEDs recognized an impairment charge of approximately $18.2 million on its long-lived assets at August 31, 2012. Consequently, the Company recognized its proportionate share of this impairment charge at August 31, 2012, which reduced the carrying amount of the Company's investment in China SemiLEDs to zero. Because the carrying amount of the Company's investment in China SemiLEDs had been reduced to zero as of August 31, 2012 and the Company has no obligation or intention to provide additional funding to China SemiLEDs, the Company will suspend using the equity method of accounting and will no longer recognize its equity in the net losses of China SemiLEDs, nor will it continue to amortize the excess of the Company's share of the net assets of China SemiLEDs over the carrying value of this investment until its share of future income, if any, from China SemiLEDs is sufficient to recover its share of the cumulative losses that have not previously been recognized. The excess of the Company's share of the net assets of China SemiLEDs over the carrying value of this investment was $4.6 million and $7.1 million at August 31, 2012 and 2011, respectively.

        In September 2009, the Company, through a wholly owned subsidiary, contributed $570 thousand to form SILQ, a joint venture in Malaysia. In April 2011, the Company participated in SILQ's capital increase and contributed $662 thousand. The Company and the other investor in the joint venture each hold a 50% ownership and voting interest in SILQ's common stock. The Company entered into the joint venture agreement that established SILQ to design, manufacture and sell lighting fixtures and systems.

        In December 2009, the Company, through a wholly owned subsidiary, entered into the joint venture agreement that established SS Optoelectronics to facilitate sales of the Company's LED chips to the other investor in the joint venture. In November 2010, the Company made a determination to dissolve the joint venture in accordance with the joint venture agreement, which dissolution was effected in September 2012.

        The fair value of the Company's investments in the non-marketable stock of its equity method investees is not readily available. These investments, except for China SemiLEDs which had a zero carrying amount at August 31, 2012, are assessed for impairment when events or changes in circumstances indicate that the carrying amounts may not be recoverable.

        The following is a summary of the financial information for China SemiLEDs and the Company's other equity method investees (in thousands):

 
  August 31, 2012   August 31, 2011  
Summary Balance Sheet Information
  China
SemiLEDs
  Others   Total   China
SemiLEDs
  Others   Total  

Current assets

  $ 24,769   $ 1,411   $ 26,180   $ 24,236   $ 1,959   $ 26,195  

Noncurrent assets

    42,633     508     43,141     63,620     538     64,158  

Current liabilities

    19,580     305     19,885     13,874     285     14,159  

Noncurrent liabilities

    38,485         38,485     32,139         32,139  

Shareholders' equity

    9,337     1,614     10,951     41,843     2,212     44,055  


 

 
  Year Ended August 31, 2012   Year Ended August 31, 2011  
Summary Statement of Operations Information
  China
SemiLEDs
  Others   Total   China
SemiLEDs
  Others   Total  

Revenues, net

  $ 837   $ 603   $ 1,440   $ 355   $ 213   $ 568  

Gross loss

    (10,155 )   (14 )   (10,169 )   (3,267 )   (39 )   (3,306 )

Loss from operations

    (34,269 )   (472 )   (34,741 )   (7,432 )   (755 )   (8,187 )

Net loss

    (32,513 )   (396 )   (32,909 )   (6,388 )   (769 )   (7,157 )

        Cost Method Investments—The Company held investments in non-marketable common stock of three unaffiliated companies with a cost of $1,048 thousand and $1,059 thousand as of August 31, 2012 and 2011, respectively. The fair values of these investments are not readily available. These investments are assessed for impairment when events or changes in circumstances indicate that the carrying amounts may not be recoverable.