Financial Instruments | 35. FINANCIAL INSTRUMENTS a. Fair value of financial instruments that are not measured at fair value 1) Fair value of financial instruments not measured at fair value but for which fair value is disclosed Except bonds payable measured at amortized cost, the management considered that the carrying amounts of financial assets and financial liabilities not measured at fair value approximate their fair values. The carrying amounts and fair value of bonds payable as of December 31, 2018 and 2019, respectively, were as follows: Carrying Amount Fair Value NT$ US$ (Note 4) NT$ US$ (Note 4) December 31, 2018 $ 16,985,936 $ 17,126,752 December 31, 2019 36,522,155 $ 1,221,068 36,766,117 $ 1,229,225 2) Fair value hierarchy The aforementioned fair value hierarchy of bonds payable was Level 3 which was determined based on discounted cash flow analysis with the applicable yield curve for the duration. The significant unobservable inputs is discount rates that reflected the credit risk of various counterparties. b. Fair value of financial instruments that are measured at fair value on a recurring basis 1) Fair value hierarchy Level 1 Level 2 Level 3 Total NT$ NT$ NT$ NT$ December 31, 2018 Financial assets at FVTPL Derivative financial assets Swap contracts $ — $ 1,557,714 $ — $ 1,557,714 Forward exchange contracts — 32,070 — 32,070 Non-derivative financial assets Quoted ordinary shares 5,151,255 — — 5,151,255 Open-end mutual funds 581,800 — — 581,800 Unquoted preferred shares — — 275,000 275,000 Private-placement funds — — 200,123 200,123 Hybrid financial assets Private-placement convertible bonds — 100,496 — 100,496 $ 5,733,055 $ 1,690,280 $ 475,123 $ 7,898,458 Financial assets at FVTOCI Investments in equity instruments Unquoted ordinary shares $ — $ — $ 540,730 $ 540,730 Limited partnership — — 39,669 39,669 Investments in debt instruments Unsecured subordinate corporate bonds — — 1,016,924 1,016,924 $ — $ — $ 1,597,323 $ 1,597,323 Financial liabilities at FVTPL Derivative financial liabilities Swap contracts $ — $ 29,058 $ — $ 29,058 Forward exchange contracts — 7,597 — 7,597 $ — $ 36,655 $ — $ 36,655 Level 1 Level 2 Level 3 Total NT$ US$ (Note 4) NT$ US$ (Note 4) NT$ US$ (Note 4) NT$ US$ (Note 4) December 31, 2019 Financial assets at FVTPL Derivative financial assets Forward exchange contracts $ — $ — $ 104,308 $ 3,487 $ — $ — $ 104,308 $ 3,487 Swap contracts — — 56,561 1,891 — — 56,561 1,891 Call option — — — — 24,556 821 24,556 821 Non-derivative financial assets Quoted ordinary shares 3,460,123 115,685 — — — — 3,460,123 115,685 Open-end mutual funds 662,290 22,143 — — — — 662,290 22,143 Private-placement funds — — — — 603,718 20,184 603,718 20,184 Unquoted preferred shares — — — — 377,440 12,619 377,440 12,619 $ 4,122,413 $ 137,828 $ 160,869 $ 5,378 $ 1,005,714 $ 33,624 $ 5,288,996 $ 176,830 Financial assets at FVTOCI Investments in equity instruments Unquoted ordinary shares $ — $ — $ — $ — $ 565,028 $ 18,891 $ 565,028 $ 18,891 Unquoted preferred shares — — — — 158,718 5,306 158,718 5,306 Limited partnership — — — — 32,157 1,075 32,157 1,075 Investments in debt instruments Unsecured subordinate corporate bonds — — — — 1,014,872 33,931 1,014,872 33,931 Trade receivables, net — — — — 2,029,690 67,860 2,029,690 67,860 $ — $ — $ — $ — $ 3,800,465 $ 127,06 $ 3,800,465 $ 127,06 Financial liabilities at FVTPL Derivative financial liabilities Swap contracts $ — $ — $ 862,581 $ 28,839 $ — $ — $ 862,581 $ 28,839 Forward exchange contracts — — 110,990 3,711 — — 110,990 3,711 $ — $ — $ 973,571 $ 32,550 $ — $ — $ 973,571 $ 32,550 For the financial assets and liabilities that were measured at fair value on a recurring basis, there were no transfers between Level 1 and Level 2 of the fair value hierarchy during the years ended December 31, 2018 and 2019. 2) Reconciliation of Level 3 fair value measurements of financial assets For the year ended December 31, 2018 Financial Assets at FVTPL Financial Assets at FVTOCI Total Financial Assets Equity Instruments Equity Instruments Debt Instruments NT$ NT$ NT$ NT$ Balance at January 1 $ — $ 908,549 $ 1,080,000 $ 1,988,549 Recognized in profit or loss (2,313 ) — — (2,313 ) Recognized in other comprehensive income (included in unrealized losses on financial assets at FVTOCI) — (224,172 ) (63,076 ) (287,248 ) Purchases 477,436 105,000 — 582,436 Disposals — (208,978 ) — (208,978 ) Balance at December 31 $ 475,123 $ 580,399 $ 1,016,924 $ 2,072,446 For the year ended December 31, 2019 FVTPL FVTOCI Financial Assets Equity Instruments Equity Instruments Debt Instruments Total NT$ US$ (Note 4) NT$ US$ (Note 4) NT$ US$ (Note 4) NT$ US$ (Note 4) Balance at January 1 $ 475,123 $ 15,885 $ 580,399 $ 19,405 $ 1,016,924 $ 34,000 $ 2,072,446 $ 69,290 Recognized in profit or loss 3,431 115 — — — — 3,431 115 Recognized in other comprehensive income Included in unrealized losses on financial assets at FVTOCI — — (216,121 ) (7,226 ) (2,052 ) (69 ) (218,173 ) (7,295 ) Effects of foreign currency exchange (14,368 ) (480 ) (5,695 ) (190 ) — — (20,063 ) (670 ) Net increase in trade receivables — — — — 3,171,205 106,025 3,171,205 106,025 Trade receivables factoring — — — — (1,141,515 ) (38,165 ) (1,141,515 ) (38,165 ) Purchases 541,528 18,105 409,985 13,707 — — 951,513 31,812 Disposals — — (12,665 ) (424 ) — — (12,665 ) (424 ) Balance at December 31 $ 1,005,714 $ 33,624 $ 755,903 $ 25,272 $ 3,044,562 $ 101,791 $ 4,806,179 $ 160,687 3) Valuation techniques and assumptions applied for the purpose of measuring fair value a) Valuation techniques and inputs applied for the purpose of measuring Level 2 fair value measurement Financial Instruments Valuation Techniques and Inputs Derivatives - swap contracts and forward exchange contracts Discounted cash flows - Future cash flows are estimated based on observable forward exchange rates at balance sheet dates and contract forward exchange rates, discounted at rates that reflected the credit risk of various counterparties. Private-placement convertible bonds Discounted cash flows - Future cash flows are estimated based on observable stock prices at balance sheet dates and contract conversion prices, discounted at rates that reflected the credit risk of various counterparties. b) Valuation techniques and inputs applied for the purpose of measuring Level 3 fair value measurement The fair value of unquoted ordinary shares, unquoted preferred shares, limited partnership and private-placement funds were determined by using market approach and asset-based approach. The significant unobservable inputs were the discount rates for lack of marketability of 20% to 30%. If the discount rates for lack of marketability to the valuation model increased by 1% to reflect reasonably possible alternative assumptions while all other variables held constant, the fair value of unquoted shares would have decreased approximately by NT$7,700 thousand and NT$7,200 thousand (US$241 thousand) as of December 31, 2018 and 2019, respectively. The fair values of the unsecured subordinate corporate bonds were determined using income approach based on a discounted cash flow analysis. The significant unobservable input was the discount rate that reflects the credit risk of the counterparty. If the discount rate increased by 0.1% while all other variables held constant, the fair value of the bonds would have decreased approximately by NT$7,000 thousand and NT$6,000 thousand (US$201 thousand) as of December 31, 2018 and 2019, respectively. The fair value of accounts receivables measured at FVTOCI are determined based on the present value of future cash flows that reflect the credit risk of counterparties. Since the discount effect was not significant, the Group measured its fair value by using the nominal values. The fair value of the call option was determined using Black-Scholes Options Pricing Model, of which the significant unobservable input was the discount rate for lack of marketability of 20%. If the discount rate increased by 0.1% while all other variables held constant, the fair value of the call option would have decreased approximately by NT$855 thousand (US$29 thousand) as of December 31, 2019. c. Categories of financial instruments December 31 2018 2019 NT$ NT$ US$ (Note 4) Financial assets FVTPL Mandatorily at FVTPL $ 7,898,458 $ 5,288,996 176,830 Measured at amortized cost (Note 1) 139,866,736 139,668,804 4,669,636 FVTOCI Equity instruments 580,399 755,903 25,272 Debt instruments 1,016,924 1,014,872 33,931 Trade receivables, net — 2,029,690 67,860 Financial liabilities FVTPL Held for trading 36,655 973,571 32,550 Financial liabilities for hedging 3,899,634 3,233,301 108,101 Measured at amortized cost (Note 2) 286,035,732 310,187,110 10,370,681 Note 1: The balances included financial assets measured at amortized cost which comprised cash and cash equivalents, trade and other receivables and other financial assets. Note 2: The balances included financial liabilities measured at amortized cost which comprised short-term borrowings, trade and other payables, bonds payable and long-term borrowings. d. Financial risk management objectives and policies The derivative instruments used by the Group were to mitigate risks arising from ordinary business operations. All derivative transactions entered into by the Group were designated as either hedging or trading. Derivative transactions entered into for hedging purposes must hedge risk against fluctuations in foreign exchange rates and interest rates arising from operating activities. The currencies and the amount of derivative instruments held by the Group must match its hedged assets and liabilities denominated in foreign currencies. The Group’s risk management department monitored risks to mitigate risk exposures, reported unsettled position, transaction balances and related gains or losses to the Group’s chief financial officer on monthly basis. 1) Market risk The Group’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. Gains or losses arising from fluctuations in foreign currency exchange rates of a variety of derivative financial instruments were approximately offset by those of hedged items. Interest rate risk was not significant due to the cost of capital was expected to be fixed. There had been no change to the Group’s exposure to market risks or the manner in which these risks were managed and measured. a) Foreign currency exchange rate risk The Group had sales and purchases as well as financing activities denominated in foreign currency which exposed the Group to foreign currency exchange rate risk. The Group entered into a variety of derivative financial instruments to hedge foreign currency exchange rate risk to minimize the fluctuations of assets and liabilities denominated in foreign currencies. The carrying amounts of the Group’s foreign currency denominated monetary assets and liabilities (including those eliminated upon consolidation) as well as derivative instruments which exposed the Group to foreign currency exchange rate risk at each balance sheet date are presented in Note 40. The Group was mainly subject to the impact from the exchange rate fluctuation in US$ and JPY against NT$ or CNY. 1% is the sensitivity rate used when reporting foreign currency exchange rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign currency exchange rates. The sensitivity analysis included financial assets and liabilities and inter-company receivables and payables within the Group. The changes in profit before income tax due to a 1% change in US$ and JPY both against NT$ and CNY would be NT$101,000 thousand, NT$129,000 thousand and NT$82,000 thousand (US$2,742 thousand) for the years ended December 31, 2017, 2018 and 2019, respectively. Hedging contracts and hedged items have been taken into account while measuring the changes in profit before income tax. The abovementioned sensitivity analysis mainly focused on the foreign currency monetary items at the end of each year. As the year-end exposure did not reflect the exposure for the years ended December 31, 2017, 2018 and 2019, the abovementioned sensitivity analysis was unrepresentative of those respective years. Hedge accounting The Group’s hedging strategy was to lift foreign currency borrowings to avoid 100% exchange rate exposure from its equity instruments denominated in foreign currency, which was designated as fair value hedges. Hedge adjustments were made to totally offset the foreign exchange gains or losses from those equity instruments denominated in foreign currency when they were evaluated based on the exchange rates on each balance sheet date. The source of hedge ineffectiveness in these hedging relationships was the material difference between the notional amounts of borrowings denominated in foreign currency and the cost of those equity instruments denominated in foreign currency. No other sources of ineffectiveness is expected to emerge from these hedging relationships. b) Interest rate risk Except a portion of long-term borrowings and bonds payable at fixed interest rates, the Group was exposed to interest rate risk because group entities borrowed funds at floating interest rates. Changes in market interest rates led to variances in effective interest rates of borrowings from which the future cash flow fluctuations arise. The Group utilized financing instruments with low interest rates and favorable terms to maintain low financing cost, adequate banking facilities, as well as to hedge interest rate risk. The carrying amounts of the Group’s financial assets and financial liabilities with exposure to interest rates at each balance sheet date were as follows: December 31 2018 2019 NT$ NT$ US$ (Note 4) Fair value interest rate risk Financial liabilities $ 17,485,561 $ 41,952,056 $ 1,402,610 Cash flow interest rate risk Financial assets 32,942,747 46,467,663 1,553,583 Financial liabilities 172,737,393 169,709,237 5,673,997 For assets and liabilities with floating interest rates, a 100 basis point increase or decrease was used when reporting interest rate risk internally to key management personnel. If interest rates had been 100 basis points (1%) higher or lower and all other variables held constant, the Group’s profit before income tax for the years ended December 31, 2017, 2018 and 2019 would have decreased or increased approximately by NT$24,000 thousand, NT$1,398,000 thousand and NT$1,232,000 thousand (US$41,190 thousand), respectively. Hedging contracts and hedged items have been taken into account while measuring the changes in profit before income tax. The abovementioned sensitivity analysis mainly focused on the interest rate items at the end of each year. As the year-end exposure did not reflect the exposure for the years ended December 31, 2017, 2018 and 2019, the abovementioned sensitivity analysis was unrepresentative of those respective periods. c) Other price risk The Group was exposed to equity price risk through its investments in financial assets at FVTPL (except swap contracts and forward exchange contracts) and financial assets at FVTOCI. If equity price was 1% higher or lower, profit before income tax for the years ended December 31, 2017, 2018 and 2019 would have increased or decreased approximately by NT$52,000 thousand, NT$64,000 thousand and NT$51,000 thousand (US$1,705 thousand), respectively, and other comprehensive income before income tax for the years ended December 31, 2017, 2018 and 2019 would have increased or decreased approximately by NT$13,000 thousand, NT$16,000 thousand and NT$8,000 thousand (US$267 thousand), respectively. 2) Credit risk Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group’s credit risk arises from cash and cash equivalents, trade and other receivables and other financial assets. The Group’s maximum exposure to credit risk was the carrying amounts of financial assets in the consolidated balance sheets. As of December 31, 2018 and 2019, the Group’s five largest customers accounted for 36% and 37% of trade receivables, respectively. The Group transacts with a large number of unrelated customers and, thus, no concentration of credit risk was observed. 3) Liquidity risk The Group manages liquidity risk by maintaining adequate working capital and banking facilities to fulfill the demand for cash flow used in the Group’s operation and capital expenditure. The Group also monitors its compliance with all the loan covenants. Liquidity risk is not considered to be significant. In the table below, financial liabilities with a repayment on demand clause were included in the earliest time band regardless of the probability of counter-parties choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed repayment dates. To the extent that interest flows are floating rate, the undiscounted amounts were derived from the interest rates at each balance sheet date. December 31, 2018 On Demand or Less than 1 Month 1 to 3 Months 3 Months to 1 Year 1 to 5 Years More than 5 Years NT$ NT$ NT$ NT$ NT$ Non-derivative financial liabilities Non-interest bearing $ 33,156,044 $ 34,493,000 $ 6,899,093 $ 57,375 $ 196,523 Floating interest rate liabilities 15,762,004 7,127,606 25,510,718 131,014,040 — Fixed interest rate liabilities 7,677,097 4,811,536 242,461 13,621,814 4,367,546 $ 56,595,145 $ 46,432,142 $ 32,652,272 $ 144,693,229 $ 4,564,069 December 31, 2019 On Demand or Less than 1 Month 1 to 3 Months 3 Months to 1 Year 1 to 5 Years More than 5 Years NT$ NT$ NT$ NT$ NT$ Non-derivative financial liabilities Non-interest bearing $ 35,283,757 $ 38,803,904 $ 7,989,256 $ 33,797 $ 184,338 Obligation under leases 75,388 115,297 532,747 1,536,600 4,412,859 Floating interest rate liabilities 10,740,844 6,708,303 18,868,999 133,341,087 7,190,891 Fixed interest rate liabilities 6,819,585 3,712,979 2,281,375 34,405,594 3,689,219 $ 52,919,574 $ 49,340,483 $ 29,672,377 $ 169,317,078 $ 15,477,307 On Demand or Less than 1 Month 1 to 3 Months 3 Months to 1 Year 1 to 5 Years More than 5 Years US$ (Note 4) US$ (Note 4) US$ (Note 4) US$ (Note 4) US$ (Note 4) Non-derivative financial liabilities Non-interest bearing $ 1,179,664 $ 1,297,356 $ 267,110 $ 1,130 $ 6,163 Obligation under leases 2,520 3,855 17,812 51,374 147,538 Floating interest rate liabilities 359,105 224,283 630,859 4,458,077 240,418 Fixed interest rate liabilities 228,004 124,138 76,275 1,150,304 123,344 $ 1,769,293 $ 1,649,632 $ 992,056 $ 5,660,885 $ 517,463 Further information for maturity analysis of obligation under leases was as follows: Less than 1 Year 1 to 5 Years 5 to 10 Years 10 to 15 Years 15 to 20 Years More than 20 Years NT$ NT$ NT$ NT$ NT$ NT$ Obligation under leases $ 723,432 $ 1,536,600 $ 1,454,128 $ 856,825 $ 712,696 $ 1,389,210 Less than 1 Year 1 to 5 Years 5 to 10 Years 10 to 15 Years 15 to 20 Years More than 20 Years US$ (Note 4) US$ (Note 4) US$ (Note 4) US$ (Note 4) US$ (Note 4) US$ (Note 4) Obligation under leases $ 24,187 $ 51,374 $ 48,617 $ 28,647 $ 23,828 $ 46,446 The amounts included above for floating interest rate instruments for non-derivative financial liabilities were subject to change if changes in floating interest rates differ from those estimates of interest rates determined at each balance sheet date. The following table detailed the Group’s liquidity analysis for its derivative financial instruments. The table was based on the undiscounted contractual net cash inflows and outflows on derivative instruments settled on a net basis, and the undiscounted gross cash inflows and outflows on those derivatives that require gross settlement. When the amounts payable or receivable are not fixed, the amounts disclosed have been determined by reference to the projected interest rates as illustrated by the yield curves at each balance sheet date. On Demand or Less than 1 Month 1 to 3 Months 3 Months to 1 Year NT$ NT$ NT$ December 31, 2018 Net settled Forward exchange contracts $ 2,040 $ 1,620 $ — Gross settled Forward exchange contracts Inflows $ 2,580,194 $ 466,489 $ — Outflows (2,556,607 ) (460,725 ) — 23,587 5,764 — Swap contracts Inflows 14,136,620 9,214,500 38,160,316 Outflows (13,946,583 ) (8,650,320 ) (36,596,419 ) 190,037 564,180 1,563,897 $ 213,624 $ 569,944 $ 1,563,897 On Demand or Less than 1 Month 1 to 3 Months 3 Months to 1 Year NT$ NT$ NT$ December 31, 2019 Net settled Forward exchange contracts $ (74,864 ) $ (13,246 ) $ — Gross settled Forward exchange contracts Inflows $ 9,296,123 $ 4,420,233 $ 230,354 Outflows (9,248,333 ) (4,392,070 ) (227,848 ) 47,790 28,163 2,506 Swap contracts Inflows 10,187,215 15,025,154 34,327,100 Outflows (10,163,964 ) (15,032,603 ) (34,773,848 ) 23,251 (7,449 ) (446,748 ) $ 71,041 $ 20,714 $ (444,242 ) On Demand or Less than 1 Month 1 to 3 Months 3 Months to 1 Year US$ (Note 4) US$ (Note 4) US$ (Note 4) December 31, 2019 Net settled Forward exchange contracts $ (2,503 ) $ (443 ) $ — Gross settled Forward exchange contracts Inflows 310,803 147,784 7,701 Outflows (309,205 ) (146,843 ) (7,618 ) 1,598 941 83 Swap contracts Inflows 340,595 502,345 1,147,680 Outflows (339,818 ) (502,594 ) (1,162,616 ) 777 (249 ) (14,936 ) $ 2,375 $ 692 $ (14,853 ) |