0001144204-16-100225.txt : 20160510 0001144204-16-100225.hdr.sgml : 20160510 20160510104707 ACCESSION NUMBER: 0001144204-16-100225 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160510 FILED AS OF DATE: 20160510 DATE AS OF CHANGE: 20160510 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Plastec Technologies, Ltd. CENTRAL INDEX KEY: 0001433309 STANDARD INDUSTRIAL CLASSIFICATION: PLASTICS PRODUCTS, NEC [3089] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-53826 FILM NUMBER: 161634170 BUSINESS ADDRESS: STREET 1: UNIT 01, 21/F, AITKEN VANSON CENTRE STREET 2: 61 HOI YUEN ROAD, KWUN TONG CITY: KOWLOON STATE: K3 ZIP: 00000 BUSINESS PHONE: 852-21917155 MAIL ADDRESS: STREET 1: UNIT 01, 21/F, AITKEN VANSON CENTRE STREET 2: 61 HOI YUEN ROAD, KWUN TONG CITY: KOWLOON STATE: K3 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: GSME Acquisition Partners I DATE OF NAME CHANGE: 20080424 6-K 1 v439428_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 2016

 

Commission File Number:000-53826

 

PLASTEC TECHNOLOGIES, LTD.

(Translation of registrant’s name into English)

 

c/o 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 2016 first quarter ended March 31, 2016.

 

As previously reported, on November 14, 2015, we entered into a Share Transfer Agreement (the “Agreement”) with Shanghai Yongli Belting Co., Ltd. (“SYB”) and its wholly-owned subsidiary, Shanghai Yongjing Investment Management Co., Ltd. (“SYIM”). Pursuant to the Agreement, SYIM will purchase, through a to-be-formed wholly-owned Hong Kong subsidiary (the “HK Subsidiary”), the entirety of our shareholding interests in Plastec International Holdings Limited. (“Plastec”). Upon completion of the proposed transaction, we will no longer own Plastec and will continue in existence for an indefinite period of time, where our only operations will generally be to complete development projects, collect rental income from certain property we own and that is being leased to one of Plastec’s subsidiaries, collect any payments we may receive upon Plastec achieving the performance targets for the years ended December 31, 2016, 2017 and 2018 as described in the Agreement and to explore other investment opportunities. The transaction is expected to be consummated after the fulfillment of certain closing conditions, as described in the Agreement and our other filings with the Securities and Exchange Commission. This Form 6-K assumes that the transaction has not closed (which remains so, as of the date of this Form 6-K) and we accordingly are continuing to operate our business in the ordinary course as described herein.

 

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: progress on the Company’s previously announced proposed sale of its shareholding interests in Plastec; 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,

 
   2016   2015 
   HK$   HK$ 
         
ASSETS  
           
Current assets          
Cash and cash equivalents   553,117    475,361 
Trade receivables, net of allowances for doubtful accounts of HK$ nil, and HK$ nil as of March 31, 2016 and December 31, 2015, respectively   288,060    303,681 
Inventories   97,843    105,221 
Bills receivable   17,259    5,782 
Deposits, prepayment and other receivables   36,099    44,473 
Total current assets   992,378    934,518 
           
Property, plant and equipment, net   322,414    336,491 
Prepaid lease payments, net   17,783    18,165 
Deferred tax assets   18,539    13,260 
Intangible assets   459    438 
Total assets   1,351,573    1,302,872 
           
LIABILITIES AND SHAREHOLDERS’ EQUITY  
           
Current liabilities          
Bank borrowings   45,899    29,223 
Trade payables   94,681    111,658 
Other payables and accruals   154,110    152,095 
Dividend payables   20,183    - 
Tax payable   69,037    69,210 
Total current liabilities   383,910    362,186 
           
Bank borrowings   -    - 
Total liabilities   383,910    362,186 
           
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 March 31, 2016 and December 31, 2015, respectively)   101    101 
Additional paid-in capital   26,049    26,049 
Accumulated other comprehensive income   (1,692)   7,599 
Retained earnings   943,205    906,937 
Total shareholders’ equity   967,663    940,686 
           
Total liabilities and shareholders’ equity   1,351,573    1,302,872 

 

 

 

 

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,

 
   2016   2015 
   HK$   HK$ 
         
         
Revenues   308,901    292,892 
Cost of revenues   (217,732)   (218,926)
Gross profit   91,169    73,966 
           
Operating income/(expenses), net          
Selling, general and administrative expenses   (38,214)   (32,361)
Other income   2,053    297 
Written-off of property, plant and equipment   -    (433)
Gain on disposal of property, plant and equipment   14    137 
Total operating expenses, net   (36,147)   (32,360)
           
Income from operations   55,022    41,606 
           
Interest income   485    651 
Interest expense   (152)   (313)
Income before income tax expense   55,355    41,944 
           
Income tax credit/(expense)   1,096    (6,949)
Net income   56,451    34,995 
           
Other comprehensive (expenses)/ income          
Foreign currency translation adjustment   (9,291)   4,844 
Comprehensive income attributable to
Plastec Technologies, Ltd.
   47,160    39,839 
           
Net income per share:          
           
Weighted average number of ordinary shares   12,938,128    12,938,128 
           
Weighted average number of diluted
ordinary shares
   12,938,128    12,938,128 
           
Basic income per share
attributable to Plastec Technologies, Ltd.
   

 

HK$4.4

    

 

HK$2.7

 
           
Diluted income per share
attributable to Plastec Technologies, Ltd.
   

 

HK$4.4

    

 

HK$2.7

 
           

 

 

 

 

 

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, 2014

and at January 1, 2015

   12,938,128    101    26,049    10,137    896,703    932,990 
                               
Net income for the year   -    -    -    -    131,335    131,335 
Dividend declared and paid   -    -    -    -    (121,101)   (121,101)

Cumulative translation

adjustment

   -    -    -    (2,538)   -    (2,538)

 

Balance at December 31, 2015

and at January 1, 2016

   12,938,128    101    26,049    7,599    906,937    940,686 
                               
Net income for the period   -    -    -    -    56,451    56,451 
Dividends declared   -    -    -    -    (20,183)   (20,183)

Cumulative translation

adjustment

   -    -    -    (9,291)   -    (9,291)

 

Balance at March 31, 2016

   12,938,128    101    26,049    (1,692)   943,205    967,663 
                               

 

 

 

 

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,

 
   2016   2015 
   HK$   HK$ 
Operating activities          
Net income   56,451    34,995 
Adjustments to reconcile net income to net cash
provided by operating activities:
          
Depreciation and amortization   22,353    24,862 
Loss on written-off of property, plant and equipment   -    433 
Gain on disposal of property, plant and equipment   (14)   (137)
Deferred tax charge   (5,438)   (1,335)
Changes in operating assets and liabilities:          
Trade receivables   19,951    2,705 
Inventories   7,378    7,859 
Deposits, prepayment and other receivables   (3,103)   (15,431)
Trade payables   (16,977)   (15,315)
Other payables and accruals   3,341    1,530 
Tax payables   76    3,397 
Net cash provided by operating activities   84,018    43,563 
           
Investing activities          
Purchase of property, plant and equipment   (13,642)   (27,882)
Purchase of intangible asset   (21)   - 
Proceeds from disposal of property, plant and equipment   17    1,269 
Net cash used in investing activities   (13,646)   (26,613)
           
Financing activities          
Net proceeds from bank borrowings   16,675    - 
Net cash provided by financing activities   16,675    - 
           
Effect of exchange rate changes on cash and cash equivalents   (9,291)   4,844 
           
Net increase in cash and cash equivalents   87,047    16,950 
Cash and cash equivalents, beginning of period   475,361    528,527 
Cash and cash equivalents, end of period   553,117    550,321 
           
Supplementary disclosures of cash flow information:
          
Interest received, net   333    338 
Income taxes paid   4,266    4,888 

 

 

 

 

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, 2016 compared to the first quarter ended March 31, 2015

 

We recorded an approximately 5.5% increase in revenue for the first quarter ended March 31, 2016 to HK$308.9 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 and new customers along with increased sales in China.

 

Our gross profit increased by approximately 23.3% to HK$91.2 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, underpinned also by our on-going efforts in streamlining our manufacturing operation and process, including cessation of one of our manufacturing plants in China as part and parcel of our costs control strategies. Gross profit margin improved to 29.5% from 25.3% compared to the corresponding period in the prior year.

 

We had an income tax credit of HK$1.1 million compared to an income tax expense of HK$6.9 million in the corresponding period in the prior year, arising from a deferred tax credit provided during the period. Our net income after tax was HK$56.5 million, an increase by approximately 61.3% compared to the corresponding period in the prior year.

 

 

Balance sheet positions as at March 31, 2016 compared to December 31, 2015

 

Total assets increased by HK$48.7 million or approximately 3.7% to HK$1,351.6 million as of March 31, 2016 compared to HK$1,302.9 million as of December 31, 2015. This increase was mainly attributable to a HK$77.8 million increase in cash and cash equivalents against a HK$15.6 million decrease in trade receivables and a HK$14.5 million decrease in net book values of fixed assets.

 

Total liabilities increased by HK$21.7 million or approximately 6.0% to HK$383.9 million as of March 31, 2016 compared to HK$362.2 million as of December 31, 2015. This increase was mainly attributable to a HK$20.2 million dividend payable and a HK$16.7 million increase in bank borrowings, against a HK$17.0 million decrease in trade payables.

 

 

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, 2016, we recorded HK$87.0 million cash inflow as compared to HK$17.0 million cash inflow in the same corresponding period in the prior year.

 

We generated HK$84.0 million cash inflow from operating activities as compared to HK$43.6 million cash inflow in the same corresponding period in the prior year. Net cash used in investing activities was HK$13.6 million compared to HK$26.6 million in the corresponding period in the prior year. We had net proceeds from bank borrowings for HK$16.7 million under financing activities compared to nil in the same corresponding period in the prior year.

 

 

 

Cash and cash equivalent amounted to HK$553.1 million as of March 31, 2016, which we utilized to settle the dividend payables of HK$20.2 million, as declared in March 2016, in April 2016.

 

 

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 10, 2016