10-Q 1 trt10q_03312021.htm QUARTERLY REPORT trt10q_03312021

 

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-Q
 
 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the Quarterly Period Ended March 31, 2021
 
OR
 
    
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the Transition Period from ___ to ___
 
Commission File Number 1-14523
 
TRIO-TECH INTERNATIONAL
(Exact name of Registrant as specified in its Charter)
 
California
 
95-2086631
(State or other jurisdiction of
 
(I.R.S. Employer
incorporation or organization)
 
Identification Number)
 
 
 
Block 1008 Toa Payoh North
 
 
Unit 03-09 Singapore
 
318996
(Address of principal executive offices)
 
(Zip Code)
 
           Registrant's Telephone Number, Including Area Code:  (65) 6265 3300
 
Securities registered pursuant to Section 12(b) of the Act:
 
 
 
Name of each exchange
Title of each class
Trading Symbol
On which registered
Common Stock, no par value
TRT
 NYSE American
 
Securities registered pursuant to Section 12(g) of the Act: None
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes  No   
 
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes   No 
 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non­accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b­2 of the Exchange Act. (Check one):
 
 Large Accelerated Filer
 
 
Accelerated Filer
 Non-Accelerated Filer 
 
 
Smaller reporting company 
 
 
 
Emerging growth company
 
 
 
 
 
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes    No
 
As of May 1, 2021, there were 3,913,055 shares of the issuer’s Common Stock, no par value, outstanding.
 
 

 

 
 
TRIO-TECH INTERNATIONAL
 
INDEX TO CONDENSED CONSOLIDATED FINANCIAL INFORMATION, OTHER INFORMATION AND SIGNATURE
 
 
 
 
Page
 
 


 
 

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48
 

 
FORWARD-LOOKING STATEMENTS
 
The discussions of Trio-Tech International’s (the “Company”) business and activities set forth in this Form 10-Q and in other past and future reports and announcements by the Company may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and assumptions regarding future activities and results of operations of the Company. In light of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, the following factors, among others, could cause actual results to differ materially from those reflected in any forward-looking statements made by or on behalf of the Company: market acceptance of Company products and services; changing business conditions or technologies and volatility in the semiconductor industry, which could affect demand for the Company’s products and services; the impact of competition; problems with technology; product development schedules; delivery schedules; changes in military or commercial testing specifications which could affect the market for the Company’s products and services; difficulties in profitably integrating acquired businesses, if any, into the Company; risks associated with conducting business internationally and especially in Asia, including currency fluctuations and devaluation, currency restrictions, local laws and restrictions and possible social, political and economic instability; changes in U.S. and global financial and equity markets, including market disruptions and significant interest rate fluctuations; public health issues related to the COVID-19 pandemic; the trade tension between U.S. and China; and other economic, financial and regulatory factors beyond the Company’s control. Other than statements of historical fact, all statements made in this Quarterly Report are forward-looking, including, but not limited to, statements regarding industry prospects, future results of operations or financial position, and statements of our intent, belief and current expectations about our strategic direction, prospective and future financial results and condition. In some cases, you can identify forward-looking statements by the use of terminology such as “may,” “will,” “expects,” “plans,” “anticipates,” “estimates,” “potential,” “believes,” “can impact,” “continue,” or the negative thereof or other comparable terminology. Forward-looking statements involve risks and uncertainties that are inherently difficult to predict, which could cause actual outcomes and results to differ materially from our expectations, forecasts and assumptions.
 
Unless otherwise required by law, we undertake no obligation to update forward-looking statements to reflect subsequent events, changed circumstances, or the occurrence of unanticipated events. You are cautioned not to place undue reliance on such forward-looking statements.
 
 
 
PART I. FINANCIAL INFORMATION
 
ITEM 1. FINANCIAL STATEMENTS
 
TRIO-TECH INTERNATIONAL AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (IN THOUSANDS, EXCEPT NUMBER OF SHARES)
 
 
 
March 31,
2021
 
 
June 30,
2020
 
ASSETS
 
(Unaudited)
 
 
 
 
CURRENT ASSETS:
 
 
 
 
 
 
     Cash and cash equivalents
 $5,178 
 $4,150 
     Short-term deposits
  7,146 
  6,838 
     Trade accounts receivable, less allowance for doubtful accounts of $318 and $314, respectively
  6,997 
  5,951 
     Other receivables
  678 
  998 
     Inventories, less provision for obsolete inventories of $676 and $678, respectively
  2,602 
  1,922 
     Prepaid expenses and other current assets
  367 
  341 
 Total current assets
  22,968 
  20,200 
NON-CURRENT ASSETS:
    
    
     Deferred tax assets
  337 
  247 
     Investment properties, net
  688 
  690 
     Property, plant and equipment, net
  9,690 
  10,310 
     Operating lease right-of-use assets
  1,994 
  944 
     Other assets
  1,709 
  1,609 
     Restricted term deposits
  1,739 
  1,660 
          Total non-current assets
  16,157 
  15,460 
TOTAL ASSETS
 $39,125 
 $35,660 
 
    
    
LIABILITIES
    
    
CURRENT LIABILITIES:
    
    
     Lines of credit
 $184 
 $172 
     Accounts payable
  2,997 
  2,590 
     Accrued expenses
  3,467 
  3,005 
     Income taxes payable
  348 
  344 
     Current portion of bank loans payable
  435 
  370 
     Current portion of finance leases
  216 
  231 
     Current portion of operating leases
  659 
  477 
     Current portion of PPP loan
  121 
  54 
 Total current liabilities
  8,427 
  7,243 
NON-CURRENT LIABILITIES: 
    
    
     Bank loans payable, net of current portion
  1,732 
  1,836 
     Finance leases, net of current portion
  291 
  435 
     Operating leases, net of current portion
  1,335 
  467 
     Income taxes payable
  385 
  430 
     PPP loan, net of current portion
  - 
  67 
     Other non-current liabilities
  34 
  36 
           Total non-current liabilities
  3,777 
  3,271 
TOTAL LIABILITIES
 $12,204 
 $10,514 
 
    
    
EQUITY
    
    
TRIO-TECH INTERNATIONAL’S SHAREHOLDERS' EQUITY:
    
    
     Common stock, no par value, 15,000,000 shares authorized; 3,913,055 shares issued
     outstanding as at March 31, 2021 and 3,673,055 shares as at June 30, 2020, respectively
 $12,178 
 $11,424 
     Paid-in capital
  3,507 
  3,363 
     Accumulated retained earnings
  8,441 
  8,036 
     Accumulated other comprehensive income-translation adjustments
  2,259 
  1,143 
 Total Trio-Tech International shareholders' equity
  26,385 
  23,966 
     Non-controlling interest
  536 
  1,180 
 TOTAL EQUITY
 $26,921 
 $25,146 
TOTAL LIABILITIES AND EQUITY
 $39,125 
 $35,660 
 
See notes to condensed consolidated financial statements 
 
 
- 1 -
 
TRIO-TECH INTERNATIONAL AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME / (LOSS)
UNAUDITED (IN THOUSANDS, EXCEPT EARNINGS PER SHARE)
 
 
 
Three Months Ended
 
 
Nine Months Ended
 
 
 
Mar. 31,
 
 
Mar. 31,
 
 
Mar. 31,
 
 
Mar. 31,
 
 
 
2021
 
 
2020
 
 
2021
 
 
2020
 
Revenue
 
 
 
 
 
 
 
 
 
 
 
 
  Manufacturing
 $3,130 
 $2,519 
 $9,324 
 $8,881 
  Testing services
  3,504 
  3,741 
  10,018 
  12,018 
  Distribution
  1,467 
  2,225 
  3,790 
  6,338 
  Real estate
  11 
  16 
  22 
  49 
 
  8,112 
  8,501 
  23,154 
  27,286 
Cost of Sales
    
    
    
    
   Cost of manufactured products sold
  2,148 
  1,851 
  6,855 
  6,789 
   Cost of testing services rendered
  2,651 
  2,937 
  7,651 
  9,046 
   Cost of distribution
  1,234 
  1,909 
  3,142 
  5,454 
   Cost of real estate
  19 
  18 
  58 
  54 
 
  6,052 
  6,715 
  17,706 
  21,343 
 
    
    
    
    
Gross Margin
  2,060 
  1,786 
  5,448 
  5,943 
 
    
    
    
    
Operating Expenses:
    
    
    
    
  General and administrative
  1,923 
  1,754 
  5,245 
  5,319 
  Selling
  123 
  181 
  356 
  547 
  Research and development
  79 
  79 
  277 
  280 
  Impairment loss on long-lived assets
  - 
  139 
  - 
  139 
 Gain on disposal of property, plant and equipment
  - 
  - 
  (1)
  (24)
           Total operating expenses
  2,125 
  2,153 
  5,877 
  6,261 
 
    
    
    
    
Loss from Operations
  (65)
  (367)
  (429)
  (318)
 
    
    
    
    
Other Income / (Expenses)
    
    
    
    
  Interest expenses
  (25)
  (63)
  (96)
  (186)
  Gain on sale of asset held for sale
  - 
  - 
  - 
  1,172 
  Other income, net
  273 
  440 
  627 
  590 
  Total other income
  248 
  377 
  531 
  1,576 
 
    
    
    
    
Income from Continuing Operations before Income Taxes
  183 
  10 
  102 
  1,258 
 
    
    
    
    
Income Tax (Expenses) / Benefits
  (118)
  8 
  (125)
  (112)
 
    
    
    
    
Income / (loss) from continuing operations before non-controlling interest, net of tax
  65 
  18 
  (23)
  1,146 
 
    
    
    
    
Discontinued Operations
    
    
    
    
Income / (loss) from discontinued operations, net of tax
  1 
  (21)
  (26)
  (21)
NET INCOME / (LOSS)
  66 
  (3)
  (49)
  1,125 
 
    
    
    
    
Less: net (loss) / income attributable to non-controlling interest
  (112)
  (73)
  (454)
  356 
Net Income Attributable to Trio-Tech International Common Shareholders
 $178 
 $70 
 $405 
 $769 
 
    
    
    
    
Amounts Attributable to Trio-Tech International Common Shareholders:
    
    
    
    
Income from continuing operations, net of tax
  177 
  81 
  418 
  780 
Income / (loss) from discontinued operations, net of tax
  1 
  (11)
  (13)
  (11)
Net Income Attributable to Trio-Tech International Common Shareholders
 $178 
 $70 
 $405 
 $769 
 
    
    
    
    
Basic Earnings per Share:
    
    
    
    
Basic per share from continuing operations attributable to Trio-Tech International
 $0.05 
 $0.02 
 $0.11 
 $0.21 
Basic earnings per share from discontinued operations attributable to Trio-Tech International
    
 $- 
 $- 
 $- 
Basic Earnings per Share from Net Income
    
    
    
    
Attributable to Trio-Tech International
 $0.05 
 $0.02 
 $0.11 
 $0.21 
 
    
    
    
    
Diluted Earnings per Share:
    
    
    
    
Diluted earnings per share from continuing operations attributable to Trio-Tech International
 $0.04 
 $0.02 
 $0.10 
 $0.21 
Diluted earnings per share from discontinued operations attributable to Trio-Tech International
 $- 
 $- 
 $- 
 $- 
Diluted Earnings per Share from Net Income
    
    
    
    
Attributable to Trio-Tech International
 $0.04 
 $0.02 
 $0.10 
 $0.21 
 
    
    
    
    
Weighted average number of common shares outstanding
    
    
    
    
Basic
  3,913 
  3,673 
  3,913 
  3,673 
Dilutive effect of stock options
  133 
  86 
  117 
  61 
Number of shares used to compute earnings per share diluted
  4,046 
  3,759 
  4,030 
  3,734 
 
See notes to condensed consolidated financial statements.
 
 
 
- 2 -
 
TRIO-TECH INTERNATIONAL AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME / (LOSS)
 
 
 
Three Months Ended
 
 
Nine Months Ended
 
 
 
Mar. 31,
 
 
Mar. 31,
 
 
Mar. 31,
 
 
Mar. 31,
 
 
 
2021
 
 
2020
 
 
2021
 
 
2020
 
Comprehensive (Loss)/ Income Attributable to Trio-Tech International Common Shareholders: 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income / (loss)
 $66 
 $(3)
 $(49)
 $1,125 
Foreign currency translation, net of tax
  (468)
  (1,013)
  1,115 
  (1,051)
Comprehensive (Loss)/ Income
  (402)
  (1,016)
  1,066 
  74 
Less: comprehensive (loss) / income attributable to non-controlling interest
  (136)
  (64)
  (455)
  376 
Comprehensive (Loss)/ Income Attributable to Trio-Tech International Common Shareholders
 $(266)
 $(952)
 $1,521 
 $(302)
    
    
    
    
    
 
See notes to condensed consolidated financial statements.
 
 
 
- 3 -
 
TRIO-TECH INTERNATIONAL AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
(IN THOUSANDS) 
 
Nine months ended March 31, 2021
 
 
Common
Stock
 
 
 Paid-in
 
 
Accumulated Retained
 
 
Accumulated Other
Comprehensive
 
 
Non- controlling
 
 
 
 
 
 
Shares
 
 
Amount
 
 
Capital
 
 
Earnings
 
 
Income
 
 
Interest
 
 
Total
 
 
 
 $
 
 $
 
 $
 
 $
 
 $
 
 $
 
Balance at June 30, 2020
  3,673 
  11,424 
  3,363 
  8,036 
  1,143 
  1,180 
  25,146 
Stock option expenses
  - 
  - 
  144 
  - 
  - 
  - 
  144 
Net income / (loss)
  - 
  - 
  - 
  405 
  - 
  (454)
  (49)
Dividend declared by subsidiary
  - 
  - 
  - 
  - 
  - 
  (189)
  (189)
Exercise of stock option
  240 
  754 
  - 
  - 
  - 
  - 
  754 
Translation adjustment
  - 
  - 
  - 
  - 
  1,116 
  (1)
  1,115 
Balance at Mar. 31, 2021
  3,913 
  12,178 
  3,507 
  8,441 
  2,259 
  536 
  26,921 
 
Nine months ended March 31, 2020
 
 
Common
Stock
 
 
 Paid-in
 
 
Accumulated Retained
 
 
Accumulated Other
Comprehensive
 
 
Non- controlling
 
 
 
 
 
 
Shares
 
 
Amount
 
 
Capital
 
 
Earnings
 
 
Income
 
 
Interest
 
 
Total
 
 
 
 $
 
 $
 
 $
 
 $
 
 $
 
 $
 
Balance at June 30, 2019
  3,673 
  11,424 
  3,305 
  7,070 
  1,867 
  1,195 
  24,861 
Stock option expenses
  - 
  - 
  52 
  - 
  - 
    
  52 
Net income
  - 
  - 
  - 
  769 
  - 
  356 
  1,125 
Dividend declared by subsidiary
  - 
  - 
  - 
  - 
  - 
  (120)
  (120)
Exercise of stock options
  - 
  - 
  - 
  - 
  - 
  - 
  - 
Translation adjustment
  - 
  - 
  - 
  - 
  (1,071)
  20 
  (1,051)
Balance at Mar. 31, 2020
  3,673 
  11,424 
  3,357 
  7,839 
  796 
  1,451 
  24,867 
 
See notes to condensed consolidated financial statements.
 
 
 
- 4 -
 
TRIO-TECH INTERNATIONAL AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS)
 
 
 
Nine Months Ended
 
 
 
Mar. 31,
 
 
Mar. 31,
 
 
 
2021
 
 
2020
 
 
 
(Unaudited)
 
 
(Unaudited)
 
Cash Flow from Operating Activities
 
 
 
 
 
 
Net (loss) / income
 $(49)
 $1,125 
Adjustments to reconcile net income to net cash flow provided by operating activities
    
    
Depreciation and amortization
  2,224 
  2,350 
Impairment loss on long-lived assets
  - 
  139 
Stock compensation
  144 
  52 
Addition / (reversal) of provision for obsolete inventories
  (2)
  5 
Bad debt (recovery) expenses
  (15)
  - 
Allowance for doubtful debt
  - 
  62 
Accrued interest expense, net accrued interest income
  (18)
  (35)
Payment of interest portion of finance lease
  (32)
  (43)
Gain on sale of asset held for sale
  - 
  (1,172)
Gain on sale of property, plant and equipment
  (1)
  (24)
Dividend income
  (32)
  - 
Dividend received
  32 
  - 
Deferred tax benefit
  (70)
  (132)
Changes in operating assets and liabilities, net of acquisition effects
    
    
Trade accounts receivable
  (1,013)
  664 
Other receivables
  320 
  (248)
Other assets
  (33)
  101 
Inventories
  (624)
  108 
Prepaid expenses and other current assets
  (76)
  20 
Accounts payable and accrued expenses
  754 
  (449)
Income taxes payable
  (44)
  (29)
Operating lease liabilities
  (565)
  (398)
Net Cash Provided by Operating Activities
  900 
  2,096 
 
    
    
Cash Flow from Investing Activities
    
    
Proceeds from disposal of property, plant and equipment
  - 
  39 
Proceeds from sale of asset held for sale
  - 
  1,261 
Withdrawal of unrestricted deposit
  1,166 
  - 
Investment in unrestricted term deposits, net
  (1,370)
  (2,393)
Additions to property, plant and equipment
  (621)
  (848)
Net Cash Used in Investing Activities
  (825)
  (1,941)
 
    
    
Cash Flow from Financing Activities
    
    
Payment on lines of credit
  (174)
  (1,922)
Payment of bank loans
  (296)
  (372)
Payment of principal portion of finance leases
  (192)
  (251)
Dividends paid on non-controlling interest
  (189)
  (120)
Proceeds from bank loans 
  189 
  - 
Proceeds from exercise stock options
  754 
  - 
Proceeds from lines of credit
  187 
  2,090 
Proceeds from principal of finance leases
  - 
  279 
Net Cash Used in Financing Activities
  279 
  (296)
 
    
    
Effect of Changes in Exchange Rate
  753 
  (431)
 
    
    
Net Increase/(Decrease) in Cash, Cash Equivalents, and Restricted Cash
  1,107 
  (572)
Cash, Cash Equivalents, and Restricted Cash at Beginning of Period
  5,810 
  6,569 
Cash, Cash Equivalents, and Restricted Cash at End of Period
 $6,917 
 $5,997 
 
    
    
Supplementary Information of Cash Flows
    
    
Cash paid during the period for:
    
    
Interest
 $69 
 $186 
Income taxes
 $203 
 $124 
 
    
    
Non-Cash Transactions
    
    
Finance lease of property, plant and equipment
 $- 
 $279 
 
Reconciliation of Cash, Cash Equivalents, and Restricted Cash
 
 
 
 
 
 
Cash
  5,178 
  4,370 
Restricted Term-Deposits in Non-Current Assets
  1,739 
  1,627 
Total Cash, Cash Equivalents, and Restricted Cash Shown in the Statements of Cash Flows
 $6,917 
 $5,997 
 
See notes to condensed consolidated financial statements.
 
Amounts included in restricted deposits represent the amount of cash pledged to secure loans payable or trade financing granted by financial institutions and serve as collateral for public utility agreements such as electricity and water, and performance bonds related to customs duty payable. Restricted deposits are classified as non-current assets as they relate to long-term obligations and will become unrestricted only upon discharge of the obligations.
 
 
 
- 5 -
 
TRIO-TECH INTERNATIONAL AND SUBSIDIARIES
 
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(IN THOUSANDS, EXCEPT EARNINGS PER SHARE AND NUMBER OF SHARES)
 
1. ORGANIZATION AND BASIS OF PRESENTATION
 
Trio-Tech International (“the Company” or “TTI” hereafter) was incorporated in fiscal year 1958 under the laws of the State of California. TTI provides third-party semiconductor testing and burn-in services primarily through its laboratories in Southeast Asia. In addition, TTI operates testing facilities in the United States. The Company also designs, develops, manufactures and markets a broad range of equipment and systems used in the manufacturing and testing of semiconductor devices and electronic components. In the third quarter of fiscal year 2021, TTI conducted business in four business segments: Manufacturing, Testing Services, Distribution and Real Estate. TTI has subsidiaries in the U.S., Singapore, Malaysia, Thailand, Indonesia and China as follows:
 
 
Ownership
Location
Express Test Corporation (Dormant)
100%
Van Nuys, California
Trio-Tech Reliability Services (Dormant)
100%
Van Nuys, California
KTS Incorporated, dba Universal Systems (Dormant)
100%
Van Nuys, California
European Electronic Test Centre (Dormant)
100%
Dublin, Ireland
Trio-Tech International Pte. Ltd.
100%
Singapore
Universal (Far East) Pte. Ltd.  *
100%
Singapore
Trio-Tech International (Thailand) Co. Ltd. *
100%
Bangkok, Thailand
Trio-Tech (Bangkok) Co. Ltd.
100%
Bangkok, Thailand
Trio-Tech (Malaysia) Sdn. Bhd.
(55% owned by Trio-Tech International Pte. Ltd.)
55%
Penang and Selangor, Malaysia
Trio-Tech (Kuala Lumpur) Sdn. Bhd.
55%
Selangor, Malaysia
(100% owned by Trio-Tech Malaysia Sdn. Bhd.)
 
 
Prestal Enterprise Sdn. Bhd.
76%
Selangor, Malaysia
(76% owned by Trio-Tech International Pte. Ltd.)
 
 
Trio-Tech (SIP) Co., Ltd. *
100%
Suzhou, China
Trio-Tech (Chongqing) Co. Ltd. *
100%
Chongqing, China
SHI International Pte. Ltd. (Dormant)
(55% owned by Trio-Tech International Pte. Ltd)
55%
Singapore
PT SHI Indonesia (Dormant)
(100% owned by SHI International Pte. Ltd.)
55%
 
Batam, Indonesia
 
Trio-Tech (Tianjin) Co., Ltd. *
100%
Tianjin, China
  * 100% owned by Trio-Tech International Pte. Ltd.
 
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. All significant inter-company accounts and transactions have been eliminated in consolidation. The unaudited condensed consolidated financial statements are presented in U.S. dollars. The accompanying condensed consolidated financial statements do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for fair presentation have been included. Operating results for the three and nine months ended March 31, 2021 are not necessarily indicative of the results that may be expected for the fiscal year ending June 30, 2021. Certain accounting matters that generally require consideration of forecasted financial information were assessed regarding impacts from the COVID-19 pandemic as of March 31, 2021 and through the Quarterly Report dated May 14, 2021 using reasonably available information as of those dates. Those accounting matters assessed included, but were not limited to, allowance for doubtful accounts, the carrying value of long-lived tangible assets and the valuation allowances for tax assets. While the assessments resulted in no material impacts to the consolidated financial statements as of and for the quarter ended March 31, 2021, the Company believes the full impact of the pandemic remains uncertain and the Company will continue to assess if ongoing developments related to the pandemic may cause future material impacts to our consolidated financial statements. As of March 31, 2021, the Company had cash and cash equivalents and short-terms deposits totaling $12,324 and unused lines of credit of $5,520. We finance operations primarily through our existing cash balances, cash collected from operations, bank borrowings and capital lease financing. We believe these sources are sufficient to fund our operations for the foreseeable future. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's annual report for the fiscal year ended June 30, 2020.
 
The Company’s operating results are presented based on the translation of foreign currencies using the respective quarter’s average exchange rate.
 
 
 
- 6 -
 
Basis of Presentation and Summary of Significant Accounting Policies
 
Leases-Lessee
 
Accounting Standards Codification ("ASC") Topic 842 introduces new requirements to increase transparency and comparability among organizations for leasing transactions for both lessees and lessors. It requires a lessee to record a right-of-use asset and a lease liability for all leases with terms longer than 12 months. These leases will be either finance or operating, with classification affecting the pattern of expense recognition.
 
The standard provided an alternative modified retrospective transition method. Under this method, the cumulative effect adjustment to the opening balance of retained earnings is recognized on the date of adoption (July 1, 2019). The Company adopted ASC 842 as of July 1, 2019, and applied the alternative modified retrospective transition method requiring application of the new guidance to all leases existing at, or entered into on or after, the date of adoption i.e. July 1, 2019.
 
The Company applies the guidance in ASC 842 to individual leases of assets. When the Company receives substantially all the economic benefits from and directs the use of specified property, plant and equipment, transactions give rise to leases. The Company’s classes of assets include real estate leases.
 
Operating leases are included in operating lease right-of-use ("ROU") assets, current portion and long-term portion of operating leases in our consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Finance leases are included in plant and equipment, current portion and long-term portion of finance leases in our consolidated balance sheets.
 
The Company has elected the practical expedient within ASC 842 to not separate lease and non-lease components within lease transactions for all classes of assets. Additionally, the Company has elected the short-term lease exception for all classes of assets, does not apply the recognition requirements for leases of 12 months or less, and recognizes lease payments for short-term leases as expense either straight-line over the lease term or as incurred depending on whether the lease payments are fixed or variable. These elections are applied consistently for all leases.
 
As part of applying the transition method, the Company has elected to apply the package of transition practical expedients within the new guidance. As required by the new standard, these expedients have been elected as a package and are consistently applied across the Company’s lease portfolio. Given this election, the Company need not reassess:
 
whether any expired or existing contracts are or contain leases;
the lease classification for any expired or existing leases;
treatment of initial direct costs relating to any existing leases.
 
When discount rates implicit in leases cannot be readily determined, the Company uses the applicable incremental borrowing rate at lease commencement to perform lease classification tests on lease components and to measure lease liabilities and ROU assets. The incremental borrowing rate used by the Company was based on baseline rates and adjusted by the credit spreads commensurate with the Company’s secured borrowing rate over a similar term. At each reporting period when there is a new lease initiated, the rates established for that quarter will be used.
 
In applying the alternative modified retrospective transition method, the Company measured lease liabilities at the present value of the sum of remaining minimum rental payments (as defined under ASC Topic 840). The present value of lease liabilities has been measured using the Company’s incremental borrowing rates as of July 1, 2019 (the date of initial application). Additionally, ROU assets for these operating leases have been measured as the initial measurement of application lease liabilities adjusted for reinstatement liabilities.
 
Leases-Lessor
 
For the Company as lessor, all our leases will continue to be classified as operating leases under the new standard. We do not expect the new standard to have a material effect on our financial statements and we do not expect a significant change in our leasing activities between now and adoption.
 
 
 
- 7 -
 
2.    NEW ACCOUNTING PRONOUNCEMENTS
 
In October 2020, FASB issued ASU2020-10: Codification Improvements. This update contains amendments that improve the consistency of the Codification by including all disclosure guidance in the appropriate Disclosure Section (Section 50). Many of the amendments arose because the Board provided an option to give certain information either on the face of the financial statements or in the notes to financial statements and that option only was included in the Other Presentation Matters Section (Section 45) of the Codification. The option to disclose information in the notes to financial statements should have been codified in the Disclosure Section as well as the Other Presentation Matters Section (or other Section of the Codification in which the option to disclose in the notes to financial statements appears). The amendments in this update do not change GAAP and, therefore, are not expected to result in a significant change in practice. The amendments are effective for the Company for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. Early adoption is permitted. Adoption shall be applied retrospectively. The Company is currently evaluating the impacts of the provisions of ASU 2020-10 on its consolidated financial statements and related disclosures.
 
In December 2019, FASB issued ASU 2019-12 ASC Topic 740: Income Taxes: Simplifying Accounting for Income Taxes, which removes specific exceptions to the general principles in topic 740 in US GAAP. The amendments eliminate the need for an organization to analyze whether the specific exceptions apply in a given period, improve financial statement preparers’ application of income tax related guidance and simplify GAAP. The amendments are effective for all entities for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. The Company is currently evaluating the impacts of the provisions of ASU 2019-12 on its consolidated financial statements and related disclosures.
 
In March 2020, FASB issued ASU 2020-04 ASC Topic 848: Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by the discontinuation of the London Interbank Offered Rate (“LIBOR”) or by another reference rate expected to be discontinued. The amendments are effective for all entities as of March 12, 2020, and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company is currently evaluating the impacts of the provisions of ASU 2020-04 on its consolidated financial statements and related disclosures.
 
In June 2016, FASB issued ASU 2016-13 ASC Topic 326: Financial Instruments — Credit Losses (“ASC Topic 326”) for the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better inform their credit loss estimates. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses. ASC Topic 326 is effective for the Company for annual periods beginning after December 15, 2022. The Company is currently evaluating the potential impact of this accounting standard update on its consolidated financial statements.
 
In May 2021, FASB issued ASU 2021-04 ASC Topic 260: Earnings Per Share, Subtopic 470-50: Debt—Modifications and Extinguishments, ASC Topic 718: Compensation-Stock Compensation and Subtopic 815-40: Derivatives and Hedging- Contracts in Entity’s Own Equity for the Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. This ASU provides guidance for a modification or an exchange of a freestanding equity-classified written call option that is not within the scope of another Topic. It specifically addresses: (1) How an entity should treat a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange; (2) How an entity should measure the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange; and (3) How an entity should recognize the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange. ASC Topic 326 is effective for the Company for fiscal years beginning after December 15, 2021 including interim periods within those fiscal years. An entity should apply the amendments prospectively to modifications or exchanges occurring on or after the effective date of the amendments. Early adoption is permitted for all entities, including adoption in an interim period. If an entity elects to early adopt the amendments in an interim period, the guidance should be applied as of the beginning of the fiscal year that includes that interim period. The Company is currently evaluating the potential impact of this accounting standard update on its consolidated financial statements.
 
Other new pronouncements issued but not yet effective until after March 31, 2021 are not expected to have a significant effect on the Company’s consolidated financial position or results of operations.
 
 
 
- 8 -
 
3.   TERM DEPOSITS
 
 
 
Mar. 31,
 2021
(Unaudited)
 
 
June 30,
 2020
 
 
 
 
 
 
 
 
Short-term deposits
 $7,285 
 $7028 
Currency translation effect on short-term deposits
  (139)
  (190)
Total short-term deposits
  7,146 
  6,838 
Restricted term deposits
  1,772 
  1,712 
Currency translation effect on restricted term deposits
  (33)
  (52)
Total restricted term deposits
  1,739 
  1,660 
Total term deposits
 $8,885 
 $8,498 
 
Restricted deposits represent the amount of cash pledged to secure loans payable to financial institutions and serve as collateral for public utility agreements such as electricity and water, and performance bonds related to customs duty payable. Restricted deposits are classified as non-current assets, as they relate to long-term obligations and will become unrestricted only upon discharge of the obligations. Short-term deposits represent bank deposits, which do not qualify as cash equivalents.
 
4.   TRADE ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS
 
Accounts receivable are customer obligations due under normal trade terms. The Company performs continuing credit evaluations of its customers’ financial conditions, and although management generally does not require collateral, letters of credit may be required from the customers in certain circumstances.
 
Senior management reviews accounts receivable on a periodic basis to determine if any receivables will potentially be uncollectible. Management includes any accounts receivable balances that are determined to be uncollectible in the allowance for doubtful accounts. After all reasonable attempts to collect a receivable have failed, the receivable is written off against the allowance. Based on the information available, management believed the allowance for doubtful accounts as of March 31, 2021 and June 30, 2020 was adequate.  
 
The following table represents the changes in the allowance for doubtful accounts: 
 
 
 
Mar. 31,
 2021
(Unaudited)
 
 
June 30,
 2020
 
Beginning
 $314 
 $263 
Additions charged to expenses
  - 
  351 
Recovered
  - 
  (284)
Write-off
  (15)
  (9)
Currency translation effect
  19 
  (7)
Ending
 $318 
 $314 
 
 
 
- 9 -
 
5.   LOANS RECEIVABLE FROM PROPERTY DEVELOPMENT PROJECTS
 
The following table presents Trio-Tech (Chongqing) Co. Ltd (“TTCQ”)’s loan receivable from property development projects in China as of March 31, 2021.
 
 
Loan Expiry
Date
 
Loan Amount
(RMB)
 
 
Loan Amount
(U.S. Dollars)
 
Short-term loan receivables
 
 
 
 
 
 
 
JiangHuai (Project – Yu Jin Jiang An)
May 31, 2013
 
 
2,000
 
 
 
304
 
Less: allowance for doubtful receivables
 
 
 
(2,000
)
 
 
(304
)
Net loan receivables from property development projects
 
 
 
-
 
 
 
-
 
 
 
 
 
 
 
 
 
 
 
Long-term loan receivables
 
 
 
 
 
 
 
 
 
Jun Zhou Zhi Ye
Oct. 31, 2016
 
 
5,000
 
 
 
760
 
Less: transfer – down-payment for purchase of investment property
 
 
 
(5,000
)
 
 
(760
)
Net loan receivables from property development projects
 
 
 
-
 
 
 
-
 
 
The short-term loan receivables amounting to renminbi (“RMB”) 2,000, or approximately $304, arose due to TTCQ entering into a Memorandum Agreement with JiangHuai Property Development Co. Ltd. (“JiangHuai”) to invest in their property development projects (Project - Yu Jin Jiang An) located in Chongqing City, China in fiscal 2011. Based on TTI’s financial policy, a provision for doubtful receivables of $294 on the investment in JiangHuai was recorded during fiscal 2014. TTCQ did not generate other income from JiangHuai for the quarter ended March 31, 2021 or for the fiscal year ended June 30, 2020. TTCQ is in the legal process of recovering the outstanding amount of approximately $304.
 
The loan amounting to RMB 5,000, or approximately $760, arose due to TTCQ entering into a Memorandum Agreement with JiaSheng Property Development Co. Ltd. (“JiaSheng”) to invest in their property development projects (Project B-48 Phase 2) located in Chongqing City, China in fiscal 2011. The amount was unsecured and repayable at the end of the term. The book value of the loan receivable approximates its fair value. During fiscal year 2015, the loan receivable was transferred to down payment for purchase of investment property that is being developed in the Singapore Themed Resort Project (See Note 8)
 
 6.  INVENTORIES
 
 Inventories consisted of the following:
 
 
Mar. 31,
 2021
 (Unaudited)
 
 
June 30,
 2020
 
 
 
 
 
 
 
 
Raw materials
 $1,157 
 $1,281 
Work in progress
  1,785 
  968 
Finished goods
  281 
  422 
Currency translation effect
  55 
  (71)
Less: provision for obsolete inventories
  (676)
  (678)
 
 $2,602 
 $1,922 
 
The following table represents the changes in provision for obsolete inventories:
 
 
 
Mar. 31,
 2021
(Unaudited)
 
 
June 30,
 2020
 
 
 
 
 
 
 
 
Beginning
 $678 
 $673 
Additions charged to expenses
  6 
  26 
Usage – disposition
  (23)
  (8)
Currency translation effect
  15 
  (13)
Ending
 $676 
 $678 
 
 
 
- 10 -
 
7.   INVESTMENT PROPERTIES
 
The following table presents the Company’s investment in properties in China as of March 31, 2021. The exchange rate is based on the market rate as of March 31, 2021.
 
 
Investment Date /
Reclassification Date
 
Investment
Amount (RMB)
 
 
Investment Amount
(U.S. Dollars)
 
Purchase of rental property – Property I – MaoYe Property
Jan. 04, 2008
  5,554 
  894 
Currency translation
 
  - 
  (87)
Reclassification as “Assets held for sale”
July 01, 2018
  (5,554)
  (807)
Reclassification from “Assets held for sale”
Mar. 31, 2019
  2,024 
  301 
 
  2,024 
  301 
Purchase of rental property – Property II - JiangHuai
Jan. 06, 2010
  3,600 
  580 
Purchase of rental property – Property III - FuLi
Apr. 08, 2010
  4,025 
  648 
Currency translation
 
  - 
  (55)
Gross investment in rental property
 
  9,649 
  1,474 
Accumulated depreciation on rental property
Mar. 31, 2021
  (6,920)
  (1,053)
Reclassified as “Assets held for sale”- Mao Ye Property
July 01, 2018
  2,822 
  410 
Reclassification from “Assets held for sale”- Mao Ye Property
Mar. 31, 2019
  (1,029)
  (143)
 
  (5,127)
  (786)
Net investment in property – China
 
  4,522 
  688 
 
The following table presents the Company’s investment in properties in China as of June 30, 2020. The exchange rate is based on the market rate as of June 30, 2020.
 
 
Investment Date /
Reclassification Date
 
Investment
Amount (RMB)
 
 
Investment Amount
(U.S. Dollars)
 
Purchase of rental property – Property I – MaoYe Property
Jan. 04, 2008
  5,554 
  894 
Currency translation
 
  - 
  (87)
Reclassification as “Assets held for sale”
July 01, 2018
  (5,554)
  (807)
Reclassification from “Assets held for sale”
Mar. 31, 2019
  2,024 
  301 
 
  2,024 
  301 
Purchase of rental property – Property II - JiangHuai
Jan. 06, 2010
  3,600 
  580 
Purchase of rental property – Property III - FuLi
Apr. 08, 2010
  4,025 
  648 
Currency translation
 
  - 
  (166)
Gross investment in rental property
 
  9,649 
  1,363 
Accumulated depreciation on rental property
June 30, 2020
  (6,558)
  (940)
Reclassified as “Assets held for sale”-Mao Ye Property
July 01, 2018
  2,822 
  410 
Reclassification from “Assets held for sale”- Mao Ye Property
Mar. 31, 2019
  (1,029)
  (143)
 
  (4,765)
  (673)
Net investment in property – China
 
  4,884 
  690 
 
 
 
- 11 -
 
Rental Property I - Mao Ye Property
 
In fiscal 2008, TTCQ purchased an office in Chongqing, China from MaoYe Property Ltd. (“MaoYe”) for a total cash purchase price of RMB 5,554, or approximately $894.
 
Property purchased from MaoYe generated a rental income of $6 and $9 during the three and nine months ended March 31, 2021 as compared to $8 and $24 for the same periods, respectively, in last fiscal year.
 
Depreciation expense for MaoYe was $4 and $11 for the three and nine months ended March 31, 2021, respectively as compared to $4 and $12 for the same periods in the last fiscal year.
 
Rental Property II - JiangHuai
 
In fiscal year 2010, TTCQ purchased eight units of commercial property in Chongqing, China from Chongqing JiangHuai Real Estate Development Co. Ltd. (“JiangHuai”) for a total purchase price of RMB 3,600, or approximately $580. TTCQ has yet to receive the title deed for these properties. TTCQ was in the legal process of obtaining the title deed until the developer encountered cash flow difficulties in recent years. Since fiscal year 2018, JiangHuai has been under liquidation and is now undergoing asset distribution. Nonetheless, this is not expected to affect the property’s market value but, in view of the COVID-19 pandemic and current economic situation, it is likely to be more tedious and time-consuming for the Court in their execution of the sale.
 
Property purchased from JiangHuai did not generate any rental income for the three and nine months ended March 31, 2021 and 2020.
 
Depreciation expense for JiangHuai was $6 and $19 for the three and nine months ended March 31, 2021, respectively as compared to $6 and $20 for the same periods in last fiscal year.
 
Rental Property III – FuLi
 
In fiscal 2010, TTCQ entered into a Memorandum Agreement with Chongqing FuLi Real Estate Development Co. Ltd. (“FuLi”) to purchase two commercial properties totaling 311.99 square meters (“office space”) located in Jiang Bei District Chongqing. The total purchase price committed and paid was RMB 4,025, or approximately $648. The development was completed, the property was handed over to TTCQ in April 2013 and the title deed was received during the third quarter of fiscal 2014.
 
One of the two commercial properties was leased by TTCQ to a third party under a two years lease to rent out the 154.49 square meter at a monthly rate of RMB9, or approximately $1, commencing from May 21, 2021 to May 23, 2023.
 
For the other leased property, TTCQ renewed the lease agreement to rent out the 161 square meter space at a monthly rate of RMB 10, or approximately $1, from November 1, 2019 to October 31, 2020. After which, TTCQ renewed the lease agreement at a monthly rate of RMB 10, or approximately $1, from November 1, 2020 to April 30, 2021 and May 1, 2021 to October 31, 2021.
 
Properties purchased from FuLi generated a rental income of $5 and $12 for the three and nine months ended March 31, 2021, respectively, as compared to $8 and $25 for the same periods in the last fiscal year.
 
Depreciation expense for FuLi was $7 and $22 for the three and nine months ended March 31, 2021, respectively, as compared to $7 and $20 for the same periods in the last fiscal year.
 
Summary
 
Total rental income for all investment properties in China was $11 and $21 for the three and nine months ended March 31, 2021, respectively, as compared to $16 and $49 for the same periods, respectively, in the last fiscal year.
 
Depreciation expenses for all investment properties in China were $17 and $52 for the three and nine months ended March 31, 2021, respectively, as compared to $17 and $52 same periods, respectively, in the last fiscal year.
 
 
 
- 12 -
 
8.   OTHER ASSETS
 
Other assets consisted of the following:
 
 
Mar. 31, 2021
(Unaudited)
 
 
June 30,
2020
 
Down payment for purchase of investment properties *
 $1,645 
 $1,645 
Down payment for purchase of property, plant and equipment
  82 
  8 
Deposits for rental and utilities
  117 
  171 
Currency translation effect
  (135)
  (215)
Total
 $1,709 
 $1,609 
 
*
Down payment for purchase of investment properties included:
 
 
RMB
 
 
U.S. Dollars
 
Original Investment (10% of Jun Zhou equity)
 $10,000 
 $1,606 
Less: Management Fee
  (5,000)
  (803)
Net Investment
  5,000 
  803 
Less: Share of Loss on Joint Venture
  (137)
  (22)
Net Investment as Down Payment(Note *a)
  4,863 
  781 
Loans Receivable
  5,000 
  814 
Interest Receivable
  1,250 
  200 
Less: Impairment of Interest
  (906)
  (150)
Transferred to Down Payment (Note *b)
  5,344 
  864 
* Down Payment for Purchase of Investment Properties
 $10,207 
 $1,645 
 
a)
On December 2, 2010, the Company signed a Joint Venture agreement (“agreement”) with Jia Sheng Property Development Co. Ltd. (“Developer”) to form a new company, Jun Zhou Co., Limited (“Joint Venture” or “Jun Zhou”) to joint develop the “Singapore Themed Park” project (the “project”), where the Company paid RMB 10 million for the 10% investment in the joint venture. The Developer paid the Company a management fee of RMB 5 million in cash upon signing of the agreement with a remaining fee of RMB 5 million payable upon fulfilment of certain conditions in accordance with the agreement. The Company further reduced its investment by RMB 137, or approximately $22, towards the losses from operations incurred by the joint venture.
 
On October 2, 2013, the Company disposed of its entire 10% interest in the joint venture. The Company recognized the disposal of its 10% investment in Jun Zhou based on the recorded net book value of RMB 5 million or equivalent to U.S. $803K, from net considerations paid, in accordance with U.S. GAAP under ASC Topic 845 Non-monetary Consideration. It’s presented under “Other Assets” as non-current assets to defer the recognition of the gain on the disposal of the 10% interest in joint venture investment until such time that the consideration is paid, so that the gain can be ascertained.
 
b)
Amounts of RMB 5,000, or approximately $760, as disclosed in Note 5, plus the interest receivable on long term loan receivable of RMB 1,250, or approximately $200, and impairment on interest of RMB 906, or approximately $150.
 
The shop lots are to be delivered to TTCQ upon completion of the construction of the shop lots in Singapore Themed Resort Project. The initial targeted date of completion was December 31, 2016. Based on discussion with the developers, the completion date is currently estimated to be December 31, 2022. The delay was primarily due to the time needed by the developers to work with various parties to inject sufficient funds into this project.
 
 
 
- 13 -
 
9.  LINES OF CREDIT
 
Carrying value of the Company’s lines of credit approximates its fair value because the interest rates associated with the lines of credit are adjustable in accordance with market situations when the Company borrowed funds with similar terms and remaining maturities.
 
The Company’s credit rating provides it with readily and adequate access to funds in global markets.
 
As of March 31, 2021, the Company had certain lines of credit that are collateralized by restricted deposits.
      
Entity with
Type of
Interest
 
Expiration
 
 
Credit
 
 
Unused
 
  Facility 
  Facility 
  Rate 
 
Date
 
 
Limitation
 
 
Credit
 






Trio-Tech International Pte. Ltd., Singapore 
Lines of Credit
Ranging from 1.85% to 5.5%,
SIBOR rate +1.25%
and LIBOR rate +1.30%
  - 
 $4,230 
 $4,230 
Universal (Far East) Pte. Ltd.
Lines of Credit
  Ranging from 1.85% to 5.5%
  - 
 $1,113  
 $929  
 Trio-Tech Malaysia Sdn. Bhd.
Revolving Credit
   Cost of Funds Rate +2% 
  - 
 $361  
 $361  
  
As of June 30, 2020, the Company had certain lines of credit that are collateralized by restricted deposits.
 
Entity with
Type of
Interest
 
Expiration
 
 
Credit
 
 
Unused
 
  Facility 
  Facility 
  Rate 
 
Date
 
 
Limitation
 
 
Credit
 






Trio-Tech International Pte. Ltd., Singapore
Lines of Credit
Ranging from 1.85% to 5.5%,
SIBOR rate +1.25%
and LIBOR rate +1.30%
  - 
 $4,806 
 $4,806 
Universal (Far East) Pte. Ltd.
Lines of Credit
Ranging from 1.85% to 5.5%
  - 
 $359 
 $187 
Trio-Tech Malaysia Sdn. Bhd.
Revolving Credit
Cost of Funds Rate +2%
  - 
 $350 
 $350 
 
  
10.  ACCRUED EXPENSES
 
Accrued expenses consisted of the following:
 
 
Mar. 30,
 2021
(Unaudited)
 
 
June 30,
 2020
 
 
Payroll and related costs
 $1,131 
 $1,185 
Commissions
  76 
  104 
Customer deposits
  38 
  30 
Legal and audit
  284 
  315 
Sales tax
  (2)
  19 
Utilities
  78 
  80 
Warranty
  12 
  12 
Accrued purchase of materials and property, plant and equipment
  549 
  186 
Provision for re-instatement
  290 
  300 
Deferred income
  85 
  88 
Contract liabilities
  584 
  476 
Other accrued expenses
  256 
  287 
Currency translation effect
  86 
  (77)
Total
 $3,467 
 $3,005 
 
 
 
- 14 -
 
11.   WARRANTY ACCRUAL
 
The Company provides for the estimated costs that may be incurred under its warranty program at the time the sale is recorded. The warranty period of the products manufactured by the Company is generally one year or the warranty period agreed with the customer. The Company estimates the warranty costs based on the historical rates of warranty returns. The Company periodically assesses the adequacy of its recorded warranty liability and adjusts the amounts as necessary.
 
 
 
Mar. 31,
 2021
(Unaudited)
 
 
June 30,
 2020
 
Beginning
 $12 
 $39 
Additions charged to cost and expenses
  2 
  1 
Reversal
  (2)
  (27)
Currency translation effect
  - 
  (1)
Ending
 $12 
 $12 
 
12.   BANK LOANS PAYABLE
 
 Bank loans payable consisted of the following:
 
 
Mar. 31, 2021
(Unaudited)
 
 
June 30, 2020
 
Note payable denominated in RM for expansion plans in Malaysia, maturing in August 2028, bearing interest at the bank’s prime rate less 2.00% (3.85% for both March 31, 2021 and June 30, 2020) per annum, with monthly payments of principal plus interest through August 2028, collateralized by the acquired building with a carrying value of $2,591 and $2,543, as at March 31, 2021 and June 30, 2020, respectively.
  1,982 
  2,206 
 
    
    
Financing arrangement at fixed interest rate 3.2% per annum, with monthly payments of principal plus interest through July 2025.
  185 
  - 
Total bank loans payable
 $2,167 
 $2,206 
 
Current portion of bank loans payable
  424 
  384 
Currency translation effect on current portion of bank loans
  11 
  (14)
Current portion of bank loans payable
  435 
  370 
Long-term portion of bank loans payable
  1,675 
  1,911 
Currency translation effect on long-term portion of bank loans
  57 
  (75)
Long-term portion of bank loans payable
 $1,732 
 $1,836 
 
Future minimum payments (excluding interest) as at March 31, 2021 were as follows: 
 
Remainder of fiscal 2021
 $108 
2022
  439 
2023
  457 
2024
  461 
2025
  208 
Thereafter
  494 
Total obligations and commitments
 $2,167 
 
 
 
- 15 -
 
Future minimum payments (excluding interest) as at June 30, 2020 were as follows: 
 
2021
 $370 
2022
  384 
2023
  400 
2024
  403 
2025
  158 
Thereafter
  491 
Total obligations and commitments
 $2,206 
 
13.   COMMITMENTS AND CONTINGENCIES
 
The Company had capital commitments in China and Malaysia for the purchase of equipment and other related infrastructure costs amounting to RMB 1,469, or approximately $224, and MYR 5, or approximately $1, respectively as at March 31, 2021, as compared to no capital commitment as at June 30, 2020.
 
Deposits with banks in China are not insured by the local government or agency, and are consequently exposed to risk of loss. The Company believes the probability of a bank failure, causing loss to the Company, is remote.
 
The Company is, from time to time, the subject of litigation claims and assessments arising out of matters occurring in its normal business operations. In the opinion of management, resolution of these matters will not have a material adverse effect on the Company’s financial statements.
 
14.   BUSINESS SEGMENTS
 
The Company generates revenue primarily from 3 different segments: Manufacturing, Testing and Distribution. The Company accounts for a contract with a customer when there is approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. The Company’s revenues are measured based on consideration stipulated in the arrangement with each customer, net of any sales incentives and amounts collected on behalf of third parties, such as sales taxes. The revenues are recognized as separate performance obligations that are satisfied by transferring control of the product or service to the customer.
 
The revenue allocated to individual countries was based on where the customers were located. The allocation of the cost of equipment, the current year investment in new equipment and depreciation expense have been made based on the primary purpose for which the equipment was acquired.
 
Significant Judgments
 
The Company’s arrangements with its customers include various combinations of products and services, which are generally capable of being distinct and accounted for as separate performance obligations. A product or service is considered distinct if it is separately identifiable from other deliverables in the arrangement and if a customer can benefit from it on its own or with other resources that are readily available to the customer.
 
The Company allocates the transaction price to each performance obligation on a relative standalone selling price basis (“SSP”). Determining the SSP for each distinct performance obligation and allocation of consideration from an arrangement to the individual performance obligations and the appropriate timing of revenue recognition are significant judgments with respect to these arrangements. The Company typically establishes the SSP based on observable prices of products or services sold separately in comparable circumstances to similar clients. The Company may estimate SSP by considering internal costs, profit objectives and pricing practices in certain circumstances.
 
Warranties, discounts and allowances are estimated using historical and recent data trends. The Company includes estimates in the transaction price only to the extent that a significant reversal of revenue is not probable in subsequent periods. The Company’s products and services are generally not sold with a right of return, nor has the Company experienced significant returns from or refunds to its customers.
 
Manufacturing
 
The Company primarily derives revenue from the sale of both front-end and back-end semiconductor test equipment and related peripherals, maintenance and support of all these products, installation and training services and the sale of spare parts. The Company’s revenues are measured based on consideration stipulated in the arrangement with each customer, net of any sales incentives and amounts collected on behalf of third parties, such as sales taxes.
 
 
 
- 16 -
 
The Company recognizes revenue at a point in time when the Company has satisfied its performance obligation by transferring control of the product to the customer. The Company uses judgment to evaluate whether the control has transferred by considering several indicators, including:
 
whether the Company has a present right to payment;
 
the customer has legal title;

the customer has physical possession;

the customer has significant risk and rewards of ownership; and

the customer has accepted the product, or whether customer acceptance is considered a formality based on history of acceptance of similar products (for example, when the customer has previously accepted the same equipment, with the same specifications, and when we can objectively demonstrate that the tool meets all the required acceptance criteria, and when the installation of the system is deemed perfunctory).
 
Not all indicators need to be met for the Company to conclude that control has transferred to the customer. In circumstances in which revenue is recognized prior to the product acceptance, the portion of revenue associated with its performance obligations of product installation and training services are deferred and recognized upon acceptance.
 
The majority of sales under the Manufacturing segment include a standard 12-month warranty. The Company has concluded that the warranty provided for standard products are assurance type warranties and are not separate performance obligations. Warranty provided for customized products are service warranties and are separate performance obligations. Transaction prices are allocated to this performance obligation using cost plus method. The portion of revenue associated with warranty service is deferred and recognized as revenue over the warranty period, as the customer simultaneously receives and consumes the benefits of warranty services provided by the Company.
 
Testing
 
The Company renders testing services to manufacturers and purchasers of semiconductors and other entities who either lack testing capabilities or whose in-house screening facilities are insufficient. The Company primarily derives testing revenue from burn-in services, manpower supply and other associated services. SSP is directly observable from the sales orders. Revenue is allocated to performance obligations satisfied at a point in time depending upon terms of the sales order. Generally, there is no other performance obligation other than what has been stated inside the sales order for each of these sales.
 
Terms of contract that may indicate potential variable consideration include warranty, late delivery penalty and reimbursement to solve non-conformance issues for rejected products. Based on historical and recent data trends, it is concluded that these terms of the contract do not represent potential variable consideration. The transaction price is not contingent on the occurrence of any future event.
 
Distribution
 
The Company distributes complementary products, particularly equipment, industrial products and components by manufacturers mainly from the U.S., Europe, Taiwan and Japan. The Company recognizes revenue from product sales at a point in time when the Company has satisfied its performance obligation by transferring control of the product to the customer. The Company uses judgment to evaluate whether control has transferred by considering several indicators discussed above. The Company recognizes the revenue at a point in time, generally upon shipment or delivery of the products to the customer or distributors, depending upon terms of the sales order. 
 
All inter-segment revenue was from the manufacturing segment to the testing and distribution segments. Total inter-segment revenue was $194 for the three months ended March 31, 2021, as compared to $373 for the same period in the last fiscal year. Corporate assets mainly consisted of cash and prepaid expenses. Corporate expenses mainly consisted of stock option expenses, salaries, insurance, professional expenses and directors' fees. Corporate expenses are allocated to the four segments. The following segment information table includes segment operating income or loss after including the corporate expenses allocated to the segments, which gets eliminated in the consolidation.
 
 
 
- 17 -
 
The following segment information is unaudited for the nine months ended March 31, 2021 and March 31, 2020:
 
Business Segment Information:
 
 
 
Nine Months
 Ended
 Mar. 31,
 
Net
 Revenue
 
 
Operating
Income / (Loss)
 
 
Total
 Assets
 
 
Depr.
 And
 Amort.
 
 
Capital
Expenditures
 
Manufacturing
2021
 $9,324 
  277 
  12,576 
  310 
  214 

2020
 $8,881 
  (201)
  9,871 
  297 
  124 
 
    
    
    
    
    
Testing Services
2021
  10,018 
  (993)
  21,364 
  1,859 
  407 

2020
  12,018 
  (540)
  22,332 
  1,999 
  724 
 
    
    
    
    
    
Distribution
2021
  3,790 
  407 
  983 
  - 
  - 

2020
  6,338 
  599 
  869 
  3 
  - 
 
    
    
    
    
    
Real Estate
2021
  22 
  (84)
  3,784 
  55 
  - 

2020
  49 
  (82)
  3,584 
  51 
    

 
    
    
    
    
    
Fabrication 
2021
  - 
  - 
  - 
  - 
  - 
Services *
2020
  - 
  - 
  23 
  - 
  - 
 
    
    
    
    
    
Corporate &
2021
  - 
  (36)
  418 
  - 
  - 
Unallocated
2020
  - 
  (94)
  117 
  - 
  - 
 
    
    
    
    
    
Total Company
2021
 $23,154 
  (429)
  39,125 
  2,224 
  621 

2020
 $27,286 
 $(318)
 $36,796 
 $2,350 
 $848 
 
The following segment information is unaudited for the three months ended March 31, 2021 and March 31, 2020:
 
Business Segment Information:
 
 
 
Three Months
 Ended
 Mar. 31,
 
Net
 Revenue
 
 
Operating
Income / (Loss)
 
 
Total
 Assets