Plastec Technologies (PLTYF) 6-K Current report (foreign)

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: August 2013

Commission File Number: 000-53826

PLASTEC TECHNOLOGIES, LTD.

(Translation of registrant’s name into English)

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 o

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 o  No x

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 2013 second quarter and six months ended June 30, 2013. A copy of the press release issued by the Company announcing such financial results is attached to this report as Exhibit 99.1.

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 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 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 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 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: 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)   June 30,		(Audited)   December 31,
	2013		2012
	HK$		HK$
ASSETS
Current assets
Cash and cash equivalents		297,848		309,862
Trade receivables, net of allowances for doubtful accounts of HK$nil, and HK$nil as of December 31, 2012 and June 30, 2013, respectively		251,316		257,299
Inventories		88,811		97,467
Deposits, prepayment and other receivables		58,160		35,471
Total current assets		696,135		700,099
Property, plant and equipment, net		400,379		440,383
Prepaid lease payments, net		22,943		23,719
Other assets		10,883		14,503
Deferred tax assets		2,732		-
Intangible assets		438		438
Total assets		1,133,510		1,179,142

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Bank borrowings	54,975	96,892
Trade payables	134,219	151,436
Other payables and accruals	95,909	115,715
Tax payable	39,206	25,225
Total current liabilities	324,309	389,268
Deferred tax liabilities	-	11,629
Total liabilities	324,309	400,897
Commitments and contingencies	-	-
Shareholders’ equity
Ordinary shares (US$0.001 par value; 100,000,000 authorized 14,292,228 and 13,598,128 shares issued and outstanding as of December 31, 2012 and June 30, 2013, respectively)	107	112
Additional paid-in capital	57,340	85,332
Accumulated other comprehensive income	16,821	14,524
Retained earnings	734,933	678,277
Total shareholders’ equity	809,201	778,245
Total liabilities and shareholders’ equity	1,133,510	1,179,142

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 June 30,						For the 6-month period ended June 30,
	2013			2012			2013			2012
	HK$			HK$			HK$			HK$
Revenues		300,381			353,510			595,067			613,643
Cost of revenues		(223,637	)		(313,966	)		(457,409	)		(549,598	)
Gross profit		76,744			39,544			137,658			64,045
Operating expenses, net
Selling, general and administrative expenses		(41,781	)		(21,991	)		(79,725	)		(42,697	)
Other income		2,644			530			2,730			1,117
Gain/(loss) on disposal of property, plant and equipment		(2,705	)		(511	)		(2,772	)		38
Total operating expenses, net		(41,842	)		(21,972	)		(79,767	)		(41,542	)
Income from operations		34,902			17,572			57,891			22,503
Interest income		54			49			105			94
Interest expense		(290	)		(554	)		(678	)		(1,214	)
Income before income tax expense		34,666			17,067			57,318			21,383
Income tax expense		9,812			(3,044	)		(662	)		(4,618	)
Net income		44,478			14,023			56,656			16,765
Other comprehensive income
Foreign currency translation adjustment		979			-			2,297			119
Comprehensive income attributable to Plastec Technologies, Ltd.		45,457			14,023			58,953			16,884
Net income per share:
Weighted average number of ordinary shares		13,666,376			14,342,697			13,725,640			14,685,790
Weighted average number of diluted     ordinary shares		13,666,376			14,342,697			13,725,640			14,685,790
Basic income per share     attributable to Plastec Technologies, Ltd.		HK$3.3			HK$1.0			HK$4.1			HK$1.1
Diluted income per share     attributable to Plastec Technologies, Ltd.		HK$3.3			HK$1.0			HK$4.1			HK$1.1

PLASTEC TECHNOLOGIES, LTD.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (Unaudited)

(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 April 30, 2012     and at May 1, 2012		14,352,903			112			77,967			15,514			618,454		712,047
Net income for the year		-			-			-			-			59,823		59,823
Share repurchases		(60,675	)		-			(2,840	)		-			-		(2,840	)
Capital contribution		-			-			10,205			-			-		10,205
Cumulative translation      adjustment		-			-			-			(990	)		-		(990	)
Balance at December 31, 2012 and at January 1, 2013		14,292,228			112			85,332			14,524			678,277		778,245
Net income for the period		-			-			-			-			56,656		56,656
Share repurchases		(694,100	)		(5	)		(32,479	)		-			-		(32,484	)
Warrant repurchases(Note)								(31	)							(31	)
Capital contribution		-			-			4,518			-			-		4,518
Cumulative translation     adjustment		-			-			-			2,297			-		2,297
Balance at June 30, 2013		13,598,128			107			57,340			16,821			734,933		809,201

Note: 80,000 warrants were re-purchased during the period

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 6-month period ended June 30,
	2013			2012
	HK$			HK$
Operating activities
Net income		56,656			16,765
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		64,509			78,238
Loss/(gain) on disposal of property, plant and equipment		2,772			(38	)
Deferred tax credit		(14,361	)		-
Changes in operating assets and liabilities:
Trade receivables		5,983			(82,937	)
Inventories		8,655			12,398
Deposits, prepayment and other receivables		(22,690	)		(10,551	)
Trade payables		(17,217	)		9,865
Other payables and accruals		(19,805	)		14,487
Tax payables		13,981			4,945
Net cash provided by operating activities		78,483			43,172
Investing activities
Purchase of property, plant and equipment		(19,842	)		(32,352	)
Proceeds from disposal of property, plant and equipment		1,833			5,997
Deposits for purchase of property, plant and equipment		(353	)		(10,883	)
Net cash used in investing activities		(18,362	)		(37,238	)
Financing activities
Repurchases of shares and/or warrants		(32,515	)		(2,840	)
Net repayment of bank borrowings		(41,917	)		(10,204	)
Repayment of capital lease obligations		-			(1,423	)
Net cash used in financing activities		(74,432	)		(14,467	)
Net decrease in cash and cash equivalents		(14,311	)		(8,533	)
Effect of exchange rate changes on cash and cash equivalents		2,297			119
Cash and cash equivalents, beginning of period		309,862			187,072
Cash and cash equivalents, end of period		297,848			178,658
Supplementary disclosures of cash flow information:
Interest paid, net		573			1,120
Income taxes paid/(refunded)		1,043			(327	)

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 (“US GAAP”). The preparation of financial statements in conformity with US GAAP 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 second quarter ended June 30, 2013 compared to the second quarter ended June 30, 2012

We recorded an approximately 15% decline in revenue for the second quarter ended June 30, 2013 to HK$300.4 million compared to the corresponding period in the prior year. Whilst we continued our efforts in soliciting sales orders from existing customers for their new products launchings as well as orders from new customers, overall our sales declined during the period due to a reduction in lower margin products orders from our existing customers.

Despite the foregoing revenue decline, we recorded increased gross profit by approximately 94.1% to HK$76.7 million compared to the corresponding period in the prior year. The increased gross profit was attributable to better margins for those new products launched by our customers compared to lower margins product mix in the corresponding period in the prior year due to the difficult economic environment during that time, and also our on-going efforts in streamlining our manufacturing process and controlling direct wages and factory overheads, within the product mix requirements. As a result, our gross profit margin improved to 25.5% from 11.2% compared to the corresponding period in the prior year.

Total selling, general and administrative expenses increased by approximately 90.0% to HK$41.8 million compared to the corresponding period in the prior year, mainly as a result of increased salary and allowances for supervisory and administration staff during the period.

We recorded a tax credit of HK$9.8 million in the second quarter ended June 30, 2013 compared to an income tax expense of HK$3.0 million in the corresponding period in the prior year. The tax credit resulted from disposals of certain fixed assets associated with deferred tax liabilities that had to be eliminated and credited to the income statement.

Net income after tax increased by approximately 217.2% to HK$44.5 million in the second quarter ended June 30, 2013, compared to net income after tax of HK$14.0 million in the corresponding period in prior year.

Operating results for the six months ended June 30, 2013 compared to the six months ended June 30, 2012

Revenue for the six months ended June 30, 2013 decreased by approximately 3.0% to HK$595.1 million compared to the corresponding period in the prior year. However, we reported an increased and improved gross profit to HK$137.7 million in the six months ended June 30, 2013 compared to HK$64.0 million in the corresponding period in the prior year. In addition to our efforts in reducing costs of revenue, the improvement resulted from better margins for those new products launched by our customers compared to lower margins product mix in the corresponding period in the prior year due to the difficult economic environment during that time. Accordingly, our gross profit margin improved to 23.1% compared to 10.4% in the corresponding period in the prior year.

Total selling, general and administrative expenses increased by approximately 86.7% to HK$79.7 million compared to the corresponding period in the prior year mainly as a result of increased salary and allowances for supervisory and administration staff during the six month period.

Income tax expense, after the tax credit, was HK$0.7 million compared to HK$4.6 million in the corresponding period in the prior year.

We recorded net income after tax of HK$56.7 million in the six months ended June 30, 2013, compared to net income after tax of HK$16.8 million in the corresponding period in prior year, or increased by approximately 237.9%.

Balance sheet positions as at June 30, 2013 compared to December 31, 2012

Total assets decreased by HK$45.6 million or approximately 3.9% to HK$1,133.5 million as at June 30, 2013 compared to HK$1,179.1 million in the corresponding period in the prior year. This decrease was mainly attributed to a HK$40.0 million decrease in net book value of fixed assets, a HK$12.0 million decrease in cash and cash equivalents after paying for shares and publicly held warrants repurchased during the period, and a HK$8.7 million decrease in inventories, against a HK$22.7 million increase in deposits, prepayment and other receivables.

Total liabilities decreased by HK$76.6 million or approximately 19.1% to HK$324.3 million as at June 30, 2013 compared to HK$400.9 million in the corresponding period in the prior year. This decrease was mainly attributed to a HK$41.9 million decrease in bank borrowing, a HK$19.8 million decrease in other payables and accruals, a HK$17.2 million decrease in trade payables, and a HK$11.7 million elimination in deferred tax liabilities, against a HK$14.0 million increase in tax payable.

Cashflow analysis

We have relied primarily upon internally generated funds and bank borrowings to finance our operations and expansion.

For the six months ended June 30, 2013, we recorded HK$14.3 million cash outflow as compared to HK$8.5 million cash outflow in the same corresponding period in the prior year. We generated HK$78.5 million cash inflow from operating activities as compared to HK$43.2 million cash inflow in the same corresponding period in the prior year. The increase was mainly offset by net cash used in financing activities of HK$74.4 million including HK$32.5 million used in shares and publicly held warrants repurchases and HK$41.9 million for net repayment of bank borrowings during the period, while our net cash used in financing activities was HK$14.5 million mainly for net repayment of bank borrowings in the same corresponding period in the prior year. Net cash used in investing activities for the period was HK$18.4 million for purchase of property, plant and equipment, compared to HK$37.2 million in the same corresponding period in the prior year which included the new buildings construction in our Shenzhen plant in the PRC.

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: August 14, 2013