6-K 1 l0518.txt AMENDMENT NO. 1 FORM 6-K/A (Amendment No. 1) SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 REPORT OF FOREIGN ISSUER Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For News Release of: May 16, 2001; May 7, 2001; April 9, 2001; April 2, 2001. NAM TAI ELECTRONICS, INC. (Registrant's name in English) Suite 4, 9/F, Tower 1 China Hong Kong City, 33 Canton Road TST, Kowloon, Hong Kong NEWS RELEASE NAM TAI ELECTRONICS, INC. REPRESENTED BY: PAN PACIFIC I.R. LTD. SUITE 1790 - 999 WEST HASTINGS STREET VANCOUVER, B.C. CANADA V6C 2W2 TEL: (604) 669-7800 FAX: (604) 669-7816 TOLL FREE TEL & FAX: 1-800-661-8831 E-MAIL: investor@namtai.com WEB SITE: www.namtai.com CONTACT: LORNE WALDMAN NAM TAI ELECTRONICS, INC. INCREASES LCD PANEL PRODUCTION CAPACITY VANCOUVER, CANADA May 16, 2001 -- Nam Tai Electronics, Inc. ("Nam Tai" or the "Company") (NASDAQ/NM Symbol: NTAI and NTAIW; CBOE Symbol: QNA) today announced the successful doubling of the front end production process for LCD panels. The new production line has successfully completed its pilot run testing and is ramping up mass production. As a result total LCD panel production capacity will increase by 74% by September. To accommodate the increased production levels the Company has leased an additional 43,500 square feet of manufacturing space in an adjacent building. Nam Tai is pleased with LCD panel operations and growth and expects to benefit from future synergies as LCD panel is a critical component in most products manufactured for Nam Tai customers. Nam Tai Electronics, Inc. is an electronics design and manufacturing service provider to some of the world's leading original equipment manufacturers. Nam Tai manufactures telecommunication products, palm-sized PCs, personal digital assistants, linguistic products, calculators and various components including LCD modules for cellular phones, lithium ion rechargeable battery packs, transformers and LCD panels. The Company utilises advanced production technologies such as chip on board (COB), chip on glass (COG), surface mount technology (SMT), ball grid array (BGA), tape automated bonding (TAB), and outer lead bonding (OLB) technologies. Further information is available on Nam Tai's website at www.namtai.com. NEWS RELEASE NAM TAI ELECTRONICS, INC. REPRESENTED BY: PAN PACIFIC I.R. LTD. SUITE 1790 - 999 WEST HASTINGS STREET VANCOUVER, B.C. CANADA V6C 2W2 TEL: (604) 669-7800 FAX: (604) 669-7816 TOLL FREE TEL & FAX: 1-800-661-8831 E-MAIL: investor@namtai.com WEB SITE: www.namtai.com CONTACT: LORNE WALDMAN NAM TAI ELECTRONICS, INC. Q1 SALES UP 15%, NET INCOME DOWN 95% VANCOUVER, CANADA May 7, 2001 -- Nam Tai Electronics, Inc. ("Nam Tai" or the "Company") (NASDAQ/NM Symbol: NTAI and NTAIW; CBOE Symbol: QNA) announced unaudited results for the first quarter ended March 31, 2001. Net sales for the first quarter of 2001 were $51.5 million, an increase of 15% compared to net sales of $44.6 million for the first quarter of 2000. Gross profit for the first quarter of 2001 was $6.2 million, a decrease of 10% compared to gross profit of $6.9 million for the first quarter of 2000. Operating loss for the first quarter of 2001 was $24,000 compared to 2000 first quarter operating income of $2.5 million ($0.28 per share). Net income for the first quarter of 2001 decreased 95% to $0.7 million compared to $14.6 million in the first quarter of 2000. Basic and diluted earnings per share for the first quarter of 2001 were $0.07 and $0.06 compared to $1.65 and $1.60 in the first quarter of 2000. Sales of $51.5 million, including $8.4 million from recently acquired JIC, set a new first quarter sales record. The first quarter is traditionally the slowest quarter resulting from both the closing of the Company's factories in China for two weeks for the Chinese New Year holidays and the general reduction in sales following the holiday season. Operating loss of $24,000, which includes an operating profit of $0.4 million from JIC, is primarily attributed to a reduction in calculator orders, pricing pressure in the weak market, and a $0.3 million inventory write off. The decline in first quarter 2001 net income is primarily due to a $12.1 million ($1.33 per share) profit from the sale of the Company's investment in Group Sense (International) Holdings Ltd. in the first quarter of 2000. As a result of the impact of the weak market on customer orders a further inventory write off is possible in the second quarter which will negatively impact sales and earnings guidance provided on March 22, 2001. Until customer order forecast visibility improves and the inventory write off is clarified the Company is not in a position to provide updated guidance. Still, the Company continues to maintain a strong financial position, ending the first quarter of 2001 with $4.87 of cash per share and approximately $15.83 of net book value per share, based on 10,233,940 shares outstanding as at March 31, 2001. The Company, as at March 31, 2001, had a cash to current liabilities ratio of 1.37, a current ratio of 3.39, a total assets to total liabilities ratio of 5.45 and approximately $49.8 million of cash. The Company believes that the market situation will be stabilizing and the Company's strong financial position will allow it to continue with its expansion plans including the construction of a new 138,000 square foot factory. SHARE REPURCHASE PROGRAM As of May 4, 2001 the Company repurchased 143,000 common shares at an average price $13.19. On March 19, 2001 the Company announced a share repurchase program to buy-back up to an aggregate of 500,000 common shares in the open market from time to time at prevailing market prices in accordance with SEC Rule 10b-18, unless extended or shortened by the Board of Directors. SECOND QUARTER DIVIDEND The Company will pay the second quarter dividend of $0.10 per share on or before July 21, 2001 to shareholders of record at the close of business on July 1, 2001. ANNUAL GENERAL MEETING The Company will hold its Annual Shareholders Meeting on Friday, June 22, 2001 at 11:30 a.m. at The Mandarin Oriental, 222 Sansome Street, San Francisco, California. The record date for voting is May 1, 2001. NEW CORPORATE VIDEO Nam Tai has recently completed its new corporate video. Please call 1-800-661-8831 to obtain a free VHS or CD copy or view it on Nam Tai's website at www.namtai.com. FIRST QUARTER RESULTS ANALYST CONFERENCE CALL The Company will hold a conference call on Monday, May 7, 2001 at 10:00 a.m. Eastern Time for analysts to discuss the first quarter results with management. Shareholders, media, and interested investors are invited to listen to the live conference over the internet by clicking http://www.videonewswire.com/NTAI/050701/050701.html or over the phone by dialing (612)-332-1020 just prior to its start time. Callers will be asked to register with the conference call operator. Nam Tai Electronics, Inc. is an electronics design and manufacturing service provider to some of the world's leading original equipment manufacturers. Nam Tai manufactures telecommunication products, palm-sized PCs, personal digital assistants, linguistic products, calculators and various components including LCD modules for cellular phones, lithium ion rechargeable battery packs, transformers and LCD panels. The Company utilises advanced production technologies such as chip on board (COB), chip on glass (COG), surface mount technology (SMT), ball grid array (BGA), tape automated bonding (TAB), and outer lead bonding (OLB) technologies. Further information is available on Nam Tai's website at www.namtai.com. NAM TAI ELECTRONICS, INC. CONSOLIDATED STATEMENTS OF INCOME (Unaudited) FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000 (In Thousands of US Dollars except share data)
Unaudited Three months ended March 31 2001 2000 --------------------------------------------------------------------------------------- Net sales $ 51,487 $ 44,592 Cost of sales 45,296 37,719 --------------- -------------- Gross profit 6,191 6,873 Costs and expenses Selling, general and administrative expenses 5,454 3,659 Research and development expenses 761 774 --------------- -------------- 6,215 4,433 --------------- -------------- (Loss) Income from operations (24) 2,440 Gain on disposal of land 18 340 Interest income 502 620 Other income - net 317 11,271 Equity in loss of affiliated companies (17) - --------------- -------------- Income before income taxes and minority interest 796 14,671 Income tax expense (132) (97) --------------- -------------- Income before minority interest 664 14,574 Minority interest 11 - --------------- -------------- Net income $ 675 $ 14,574 =============== ============== Net income per share Basic $ 0.07 $ 1.65 =============== ============== Diluted $ 0.06 $ 1.60 =============== ============== Weighted average number of shares (`000') Basic 10,240 8,846 Diluted 10,417 9,089
NAM TAI ELECTRONICS, INC. CONSOLIDATED BALANCE SHEETS AS AT MARCH 31, 2001 AND DECEMBER 31, 2000 (In Thousands of U.S. Dollars)
Unaudited Audited March 31 December 31 2001 2000 ------------------------------------------------------------------------------------------ ASSETS Current assets: Cash and cash equivalents $ 49,831 $ 58,896 Marketable securities 7,125 7,937 Accounts receivable, net 32,868 37,550 Inventories 25,440 27,172 Prepaid expenses and deposits 7,171 1,755 Income taxes recoverable 1,060 2,042 ----------------------------------- Total current assets 123,495 135,352 Investments in affiliated companies 2,037 2,054 Property, plant and equipment, at cost 76,251 71,624 Less: accumulated depreciation and amortization (29,101) (27,025) ----------------------------------- 47,150 44,599 Intangible assets - net 24,579 24,996 Other assets 1,369 1,369 ----------------------------------- Total assets $ 198,630 $ 208,370 =================================== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Notes payable $ 213 $ 1,499 Short term debt - 24 Accounts payable and accrued expenses 33,823 40,224 Amount due to a related party 1,093 2,691 Dividend payable 1,016 904 Income taxes payable 250 442 ----------------------------------- Total current liabilities 36,395 45,784 Deferred income taxes 34 34 ----------------------------------- Total liabilities 36,429 45,818 Minority interest 179 188 Shareholders' equity: Common shares 102 102 Additional paid-in capital 107,260 105,963 Retained earnings 54,655 56,304 Accumulated other comprehensive income (Note 1) 5 (5) ----------------------------------- Total shareholders' equity 162,022 162,364 Total liabilities and shareholders' equity $ 198,630 $ 208,370 ===================================
NAM TAI ELECTRONICS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000 (In Thousands of U.S. Dollars)
Unaudited Three months ended March 31 2001 2000 ---------------------------------------------------------------------------------------------------- CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 675 $ 14,574 Adjustments to reconcile net income to net cash used in operating activities: Depreciation and amortisation 2,783 1,807 Gain on disposal of property, plant and equipment (20) (340) Unrealised loss on marketable securities 812 - Gain on disposal of marketable securities - (12,129) Equity in loss of affiliated companies less dividend received and amortisation of goodwill 17 - Fair value of shares issued as compensation - 136 Minority interest (11) - Changes in current assets and liabilities, net of effects of acquisition and disposal: Decrease (increase) in accounts receivable 4,705 (8,637) Decrease (increase) in inventories 1,744 (738) Decrease (increase) in prepaid expenses and deposits (5,415) 573 Decrease (increase) in income taxes recoverable 982 (41) Decrease in notes payable (1,286) (6,907) (Decrease) increase in accounts payable and accrued expenses (6,433) 6,285 Decrease in amount due to a related party (1,621) - (Decrease) increase in income taxes payable (192) 97 --------------- -------------- Total adjustments (3,935) (19,894) --------------- -------------- Net cash used in operating activities $ (3,260) $ (5,320) --------------- -------------- CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property, plant and equipment $ (4,975) $ (381) Increase in investment of subsidiaries (85) - Purchase of interest in affiliated companies - (207) Proceeds from disposal of property, plant and equipment 244 376 Proceeds from disposal of marketable securities - 26,463 --------------- -------------- Net cash (used in) provided by investing activities $ (4,816) $ 26,251 --------------- -------------- CASH FLOWS FROM FINANCING ACTIVITIES Share buy-back program $ (1,292) $ (73) Dividends paid (904) (717) Repayment of short term debt (24) 121 Proceeds from shares issued on exercise of options and warrants 1,231 105 Contribution by minority interest - 200 --------------- -------------- Net cash used in financing activities $ (989) $ (364) --------------- -------------- Foreign currency translation adjustments - 2 --------------- -------------- Net (decrease) increase in cash and cash equivalents (9,065) 20,569 --------------- -------------- Cash and cash equivalents at beginning of period 58,896 54,215 --------------- -------------- Cash and cash equivalents at end of period $ 49,831 $ 74,784 =============== ==============
NAM TAI ELECTRONICS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000 (In Thousands of U.S. Dollars) 1. Accumulated other comprehensive income represents foreign currency translation adjustments. The comprehensive income of the Company was $685 and $14,574 for the three months ended March 31, 2001 and March 31, 2000, respectively. 2. Business segment information - The Company operates principally in the consumer electronic product segment of the electronics manufacturing services (EMS) industry. A summary of the net sales, income from operations and identifiable assets by geographic areas is as follows: Unaudited Three months ended March 31 2001 2000 --------------------------------------------------------------------------- NET SALES FROM OPERATIONS WITHIN: - Hong Kong: Unaffiliated customers $ 47,326 $ 43,557 - PRC, excluding Hong Kong: Unaffiliated customers 4,161 1,035 Intersegment sales 36,621 41,984 - Intersegment eliminations (36,621) (41,984) --------------- --------------- Total net sales $ 51,487 $ 44,592 =============== =============== INCOME (LOSS) FROM OPERATIONS WITHIN: - PRC, excluding Hong Kong $ (265) $ 2,017 - Hong Kong 940 12,557 --------------- --------------- Total net income $ 675 $ 14,574 =============== ===============
Unaudited Audited March 31, 2001 Dec. 31, 2000 ------------------------------------------------------------------------------ IDENTIFIABLE ASSETS BY GEOGRAPHIC AREA: - PRC, excluding Hong Kong $ 68,163 $ 71,242 - Hong Kong 130,467 137,128 --------------- --------------- Total assets $ 198,630 $ 208,370 =============== ===============
NEWS RELEASE NAM TAI ELECTRONICS, INC. REPRESENTED BY: PAN PACIFIC I.R. LTD. SUITE 1790 - 999 WEST HASTINGS STREET VANCOUVER, B.C. CANADA V6C 2W2 TEL: (604) 669-7800 FAX: (604) 669-7816 TOLL FREE TEL & FAX: 1-800-661-8831 E-MAIL: investor@namtai.com WEB SITE: www.namtai.com CONTACT: LORNE WALDMAN NAM TAI ELECTRONICS, INC. SIGNS AGREEMENT TO ACQUIRE OFFICE SPACE IN HONG KONG CENTRAL VANCOUVER, CANADA April 9, 2001 -- Nam Tai Electronics, Inc. ("Nam Tai" or the "Company") (NASDAQ/NM Symbol: NTAI and NTAIW; CBOE Symbol: QNA) announced it has entered into a sale and purchase agreement to acquire approximately 23,000 square feet of contiguous prime office space at Shun Tak Centre in the Central district of Hong Kong at a consideration, including transaction fees, of approximately $12 million which will be financed internally from operating cash flows and existing cash on hand. By acquiring the office space Nam Tai will have room to consolidate three of its administrative and marketing offices at different locations onto a single floor of office space. The new centralised office location will help strengthen management communication and control, and provide room for future expansion as Nam Tai's Far-East headquarters. The office is conveniently located above the ferry terminal and beside the highway, permitting easy transportation by sea or by land to and from the manufacturing facilities in Shenzhen. The Company expects to move into its new premises on August 18, 2001. FORM 20-F SEC FILING Nam Tai filed its Annual Report on Form 20-F for the fiscal year ended December 31, 2000 on March 21, 2000 with the Securities and Exchange Commission. Electronic versions may be obtained online at the Company's website www.namtai.com or by calling the Investor Relations Office at 1-800-661-8831. FIRST QUARTER RESULTS Nam Tai will release its first quarter results for the period ended March 31, 2001 before the market opens on Monday, May 7, 2001. The Company will hold a conference call on Monday, May 7, 2001 at 10:00 a.m. Eastern Time for analysts to discuss the first quarter results with management. Analysts who wish to receive the toll free dial-in number for this conference call are invited to contact the Investor Relations Office at 1-800-661-8831 no later than 6:00 p.m. Eastern Time on Friday, May 4, 2001. Shareholders, media, and interested investors are invited to listen to the live conference call by dialing (612)-332-1020 just prior to its start time. Callers will be asked to register with the conference call operator. Nam Tai Electronics, Inc. is an electronics design and manufacturing service provider to some of the world's leading original equipment manufacturers. Nam Tai manufactures telecommunication products, palm-sized PCs, personal digital assistants, linguistic products, calculators and various components including LCD modules for cellular phones, lithium ion rechargeable battery packs, transformers and LCD panels. The Company utilises advanced production technologies such as chip on board (`COB'), chip on glass (`COG'), surface mount technology (`SMT'), ball grid array (`BGA'), tape automated bonding (`TAB'), and outer lead bonding (`OLB') technologies. Further information is available on Nam Tai's website at www.namtai.com. NEWS RELEASE NAM TAI ELECTRONICS, INC. REPRESENTED BY: PAN PACIFIC I.R. LTD. SUITE 1790 - 999 WEST HASTINGS STREET VANCOUVER, B.C. CANADA V6C 2W2 TEL: (604) 669-7800 FAX: (604) 669-7816 TOLL FREE TEL & FAX: 1-800-661-8831 E-MAIL: investor@namtai.com WEB SITE: www.namtai.com CONTACT: LORNE WALDMAN NAM TAI ELECTRONICS, INC. SOFTWARE SUBSIDIARY NAMTEK NAMED AS ENTERPRISE OF ADVANCED TECHNOLOGY VANCOUVER, CANADA April 2, 2001 -- Nam Tai Electronics, Inc. ("Nam Tai" or the "Company") (NASDAQ/NM Symbol: NTAI and NTAIW; CBOE Symbol: QNA) announced that its wholly owned subsidiary, Shenzhen Namtek Co., Ltd. ("Namtek") has been confirmed as a "Enterprise of Advanced Technology" following the completion of a review by a Shenzhen government evaluation team. Being an Enterprise of Advanced Technology entitles Namtek to various tax concessions including an extended three year 50% reduced tax rate of 7.5% and reduced import taxes on various equipment and technologies. Namtek, provides facilities and expertise to assist in new product research and development services, offering its customers program design for microprocessors, enhanced software design and development services. SHARE REPURCHASE PROGRAM UPDATE Since announcing its share repurchase program on March 19, 2001 the Company repurchased a total of 96,900 common shares at an average price of $13.42. FIRST QUARTER DIVIDEND The Company will pay the first quarter dividend of $0.10 per share on or before April 21, 2001 to shareholders of record at the close of business on April 1, 2001. Nam Tai Electronics, Inc. is an electronics design and manufacturing service provider to some of the world's leading original equipment manufacturers. Nam Tai manufactures telecommunication products, palm-sized PCs, personal digital assistants, linguistic products, calculators, and various components including LCD modules for cellular phones, lithium ion rechargeable battery packs, transformers and LCD panels. The Company utilises advanced production technologies such as chip on board ("COB"), chip on glass ("COG"), surface mount technology ("SMT"), ball grid array ("BGA"), tape automated bonding ("TAB"), and outer lead bonding ("OLB") technologies. Further information is available on Nam Tai's web-site at www.namtai.com. The Registrant hereby incorporates this Report on Form 6-K into its Registration Statements on Form F-3 (Registration Nos. 333-36135 and 333-58468). 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 thereunto duly authorized. For and on behalf of Nam Tai Electronics, Inc. /s/ M. K. KOO ----------------------- M. K. KOO CHIEF FINANCIAL OFFICER Date: May 18, 2001