| SCHEDULE 1 |
SCHEDULE 1
BALANCE SHEETS
(In thousands of U.S. dollars, except share and per share data)
| |
|
At December 31, |
|
| |
|
2013 |
|
|
2014 |
|
|
| ASSETS |
|
|
|
|
|
|
|
|
| Current assets: |
|
|
|
|
|
|
|
|
| Cash and cash equivalents |
|
$ |
688 |
|
|
$ |
14,369 |
|
| Amounts due from subsidiaries |
|
|
15,343 |
|
|
|
7,768 |
|
| Prepaid expenses and other current assets |
|
|
54 |
|
|
|
137 |
|
| Total current assets |
|
|
16,085 |
|
|
|
22,274 |
|
| |
|
|
|
|
|
|
|
|
| Investments in subsidiaries |
|
|
398,324 |
|
|
|
334,201 |
|
| Investments in an equity method investee |
|
|
14,987 |
|
|
|
24,020 |
|
| Acquired intangible assets, net |
|
|
621 |
|
|
|
4,661 |
|
| TOTAL ASSETS |
|
|
430,017 |
|
|
|
385,156 |
|
| |
|
|
|
|
|
|
|
|
| LIABILITIES AND EQUITY |
|
|
|
|
|
|
|
|
| Current liabilities: |
|
|
|
|
|
|
|
|
| Short-term bank borrowing |
|
$ |
- |
|
|
$ |
10,000 |
|
| Accrued expenses and other current liabilities |
|
|
1,228 |
|
|
|
903 |
|
| Amounts due to subsidiaries |
|
|
146,213 |
|
|
|
152,150 |
|
| Total liabilities |
|
|
147,441 |
|
|
|
163,053 |
|
| Equity: |
|
|
|
|
|
|
|
|
| Ordinary shares of par value $0.000001: 2,000,000,000 shares authorized 353,016,455 (2013: 411,474,516) shares issued and outstanding |
|
$ |
1 |
|
|
$ |
1 |
|
| Additional paid-in capital |
|
|
63,001 |
|
|
|
63,046 |
|
| Treasury Stock |
|
|
(44,119 |
) |
|
|
(70,479 |
) |
| Accumulated other comprehensive income |
|
|
40,734 |
|
|
|
36,937 |
|
| Retained earnings |
|
|
222,959 |
|
|
|
192,598 |
|
| Total equity |
|
|
282,576 |
|
|
|
222,103 |
|
| TOTAL LIABILITIES AND EQUITY |
|
$ |
430,017 |
|
|
$ |
385,156 |
|
STATEMENTS OF OPERATIONS
(In thousands of U.S. dollars, except share and per share data)
| |
|
Year ended December 31, |
|
| |
|
2012 |
|
|
2013 |
|
|
2014 |
|
| Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
| Research and development |
|
$ |
(944 |
) |
|
$ |
1,017 |
|
|
$ |
605 |
|
| General and administrative |
|
|
(2,190 |
) |
|
|
(1,626 |
) |
|
|
(2,515 |
) |
| Selling and marketing |
|
|
(48 |
) |
|
|
86 |
|
|
|
43 |
|
| Total operating expenses |
|
|
(3,182 |
) |
|
|
(523 |
) |
|
|
(1,867 |
) |
| Loss from operations |
|
|
(3,182 |
) |
|
|
(523 |
) |
|
|
(1,867 |
) |
| Gain on disposal of subsidiaries |
|
|
- |
|
|
|
- |
|
|
|
9,755 |
|
| Interest income |
|
|
- |
|
|
|
1 |
|
|
|
1 |
|
| (Loss) income before income taxes |
|
|
(3,182 |
) |
|
|
(522 |
) |
|
|
7,889 |
|
| Income tax expenses |
|
|
(150 |
) |
|
|
- |
|
|
|
- |
|
| Share of net income (loss) of subsidiaries, net of taxes |
|
|
1,080 |
|
|
|
848 |
|
|
|
(38,266 |
) |
| Share of net income (loss) of an equity method investee |
|
|
50 |
|
|
|
(202 |
) |
|
|
16 |
|
| Net (loss) income |
|
$ |
(2,202 |
) |
|
$ |
124 |
|
|
$ |
(30,361 |
) |
| STATEMENTS OF COMPREHENSIVE INCOME |
| (In thousands of U.S. dollars, except share and per share data) |
| |
|
Year ended December 31, |
|
| |
|
2012 |
|
|
2013 |
|
|
2014 |
|
| Net (loss) income |
|
|
(2,202 |
) |
|
|
124 |
|
|
|
(30,361 |
) |
| Other comprehensive income (loss) , net of tax: |
|
|
|
|
|
|
|
|
|
|
|
|
| Change in cumulative foreign currency translation adjustments |
|
|
3,162 |
|
|
|
4,983 |
|
|
|
(3,797 |
) |
| Total comprehensive income (loss) |
|
$ |
960 |
|
|
$ |
5,107 |
|
|
$ |
(34,158 |
) |
STATEMENTS OF CHANGES IN EQUITY
(In thousands of U.S. dollars, except share and per share data)
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
other |
|
|
Accumulated |
|
|
|
|
| |
|
Ordinary shares |
|
|
Additional |
|
|
Treasury |
|
comprehensive |
|
|
retained |
|
|
|
|
| |
|
Number |
|
|
Amount |
|
|
paid-in capital |
|
|
Stock |
|
income |
|
|
earnings |
|
|
Total |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Balance at January 1, 2012 |
|
|
413,985,636 |
|
|
$ |
1 |
|
|
$ |
61,044 |
|
|
$ |
(40,444 |
) |
$ |
32,589 |
|
|
$ |
225,037 |
|
|
$ |
278,227 |
|
| Repurchase of ordinary shares |
|
|
(14,812,056 |
) |
|
|
- |
|
|
|
- |
|
|
|
(4,166 |
) |
|
- |
|
|
|
- |
|
|
|
(4,166 |
) |
| Share-based compensation |
|
|
- |
|
|
|
- |
|
|
|
1,465 |
|
|
|
- |
|
|
- |
|
|
|
- |
|
|
|
1,465 |
|
| Exercise of share-based awards |
|
|
9,811,512 |
|
|
|
- |
|
|
|
- |
|
|
|
2,303 |
|
|
- |
|
|
|
- |
|
|
|
2,303 |
|
| Foreign currency translation adjustments |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
3,162 |
|
|
|
- |
|
|
|
3,162 |
|
| Net loss |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
- |
|
|
|
(2,202 |
) |
|
|
(2,202 |
) |
| Balance at December 31, 2012 |
|
|
408,985,092 |
|
|
$ |
1 |
|
|
$ |
62,509 |
|
|
$ |
(42,307 |
) |
$ |
35,751 |
|
|
$ |
222,835 |
|
|
$ |
278,789 |
|
| Repurchase of ordinary shares |
|
|
(11,772,294 |
) |
|
|
- |
|
|
|
- |
|
|
|
(4,853 |
) |
|
- |
|
|
|
- |
|
|
|
(4,853 |
) |
| Share-based compensation |
|
|
- |
|
|
|
- |
|
|
|
492 |
|
|
|
- |
|
|
- |
|
|
|
- |
|
|
|
492 |
|
| Exercise of share-based awards |
|
|
14,261,718 |
|
|
|
- |
|
|
|
- |
|
|
|
3,041 |
|
|
- |
|
|
|
- |
|
|
|
3,041 |
|
| Foreign currency translation adjustments |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
4,983 |
|
|
|
- |
|
|
|
4,983 |
|
| Net income |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
- |
|
|
|
124 |
|
|
|
124 |
|
| Balance at December 31, 2013 |
|
|
411,474,516 |
|
|
$ |
1 |
|
|
$ |
63,001 |
|
|
$ |
(44,119 |
) |
$ |
40,734 |
|
|
$ |
222,959 |
|
|
$ |
282,576 |
|
| Repurchase of ordinary shares |
|
|
(70,774,015 |
) |
|
|
- |
|
|
|
- |
|
|
|
(28,902 |
) |
|
- |
|
|
|
- |
|
|
|
(28,902 |
) |
| Share-based compensation |
|
|
- |
|
|
|
- |
|
|
|
45 |
|
|
|
- |
|
|
- |
|
|
|
- |
|
|
|
45 |
|
| Exercise of share-based awards |
|
|
12,315,954 |
|
|
|
- |
|
|
|
- |
|
|
|
2,542 |
|
|
- |
|
|
|
- |
|
|
|
2,542 |
|
| Foreign currency translation adjustments |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
(3,797 |
) |
|
|
- |
|
|
|
(3,797 |
) |
| Net loss |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
(30,361 |
) |
|
|
(30,361) |
|
| Balance at December 31, 2014 |
|
|
353,016,455 |
|
|
$ |
1 |
|
|
$ |
63,046 |
|
|
$ |
(70,479 |
) |
$ |
36,937 |
|
|
$ |
192,598 |
|
|
$ |
222,103 |
|
STATEMENTS OF CASH FLOWS
(In thousands of U.S. dollars)
| |
|
Year ended December 31, |
|
| |
|
2012 |
|
|
2013 |
|
|
2014 |
|
| Operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
| Net (loss) income |
|
$ |
(2,202 |
) |
|
$ |
124 |
|
|
$ |
(30,361 |
) |
| Adjustments to reconcile net (loss) income to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
| Amortization of acquired intangible assets |
|
|
- |
|
|
|
33 |
|
|
|
1,021 |
|
| Share-based compensation |
|
|
1,465 |
|
|
|
492 |
|
|
|
45 |
|
| Share of net (income) loss of subsidiaries |
|
|
(1,080 |
) |
|
|
(848 |
) |
|
|
38,266 |
|
| Share of net (income) loss of an equity method investee |
|
|
(50 |
) |
|
|
202 |
|
|
|
(16 |
) |
| Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
| Prepaid expenses and other current assets |
|
|
30 |
|
|
|
137 |
|
|
|
(84 |
) |
| Accrued expenses and other current liabilities |
|
|
1,462 |
|
|
|
(1,148 |
) |
|
|
(325 |
) |
| Amounts due to subsidiaries |
|
|
3,440 |
|
|
|
7,418 |
|
|
|
5,937 |
|
| Cash provided by operating activities |
|
|
3,065 |
|
|
|
6,410 |
|
|
|
14,483 |
|
| Investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
| Dividend received from a subsidiary |
|
|
- |
|
|
|
- |
|
|
|
22,060 |
|
| Investment in an equity method investee |
|
|
- |
|
|
|
(3,712 |
) |
|
|
(9,016 |
) |
| (Increase) decrease in amounts due from subsidiaries |
|
|
(1,829 |
) |
|
|
(799 |
) |
|
|
7,575 |
|
| Purchase of intangible assets |
|
|
- |
|
|
|
(654 |
) |
|
|
(5,061 |
) |
| Cash (used in) provided by investing activities |
|
|
(1,829 |
) |
|
|
(5,165 |
) |
|
|
15,558 |
|
| Financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
| Repurchase of ordinary shares |
|
|
(4,152 |
) |
|
|
(4,853 |
) |
|
|
(28,902 |
) |
| Proceeds from exercise of stock options |
|
|
2,289 |
|
|
|
3,041 |
|
|
|
2,542 |
|
| Raise of short-term bank loan |
|
|
- |
|
|
|
- |
|
|
|
10,000 |
|
| Cash used in financing activities |
|
|
(1,863 |
) |
|
|
(1,812 |
) |
|
|
(16,360 |
) |
| (Decrease) increase in cash and cash equivalents |
|
|
(627 |
) |
|
|
(567 |
) |
|
|
13,681 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Cash and cash equivalents at the beginning of the year |
|
|
1,882 |
|
|
|
1,255 |
|
|
|
688 |
|
| Cash and cash equivalents at the end of the year |
|
$ |
1,255 |
|
|
$ |
688 |
|
|
$ |
14,369 |
|
NOTES TO SCHEDULE 1
Schedule 1 has been provided pursuant to the requirements of Rule 12-04(a) and 4-08(e)(3) of Regulation S-X, which requires condensed financial information as to financial position, changes in financial position and results and operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented when the restricted net assets of the consolidated and unconsolidated subsidiaries together exceed 25 percent of consolidated net assets as of end of the most recently completed fiscal year.
As of December 31, 2013 and 2014, $134,571 and $113,505 of the restricted capital and reserves are not available for distribution, and as such, the condensed financial information of the Company has been presented for the years ended December 31, 2012, 2013 and 2014.
The condensed financial information has been prepared using the same accounting policies as set out in the Group's consolidated financial statements except that the parent company has used equity method to account for its subsidiaries.
|