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 December 2015
Commission File Number: 001-14812
GLOBAL-TECH
ADVANCED
INNOVATIONS INC.
(Translation of Registrants Name into English)
12/F., Kin
Teck Industrial Building, 26 Wong Chuk Hang Road, Aberdeen, Hong Kong
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form
20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7): ¨
Indicate by check mark whether the registrant
by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
Yes ¨ No
x
If Yes is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82- .
On Tuesday, December 1, 2015, Global-Tech Advanced Innovations Inc. issued a press release announcing the
operating results for its second quarter for fiscal 2016. A copy of the press release is attached hereto as Exhibit 1.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
Dated: December 3, 2015
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GLOBAL-TECH ADVANCED INNOVATIONS INC. |
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By: |
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/s/ Brian
Yuen |
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Brian Yuen |
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Assistant Secretary |
EXHIBIT INDEX
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Exhibit
Number |
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Description |
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1 |
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Press release dated December 1, 2015 |
Exhibit 1
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Release: |
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IMMEDIATE RELEASE |
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Contact: |
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Cecilia Au-Yeung Global-Tech Advanced
Innovations Inc. Telephone: Hong Kong (852) 2814-0601
investorrelations@global-webpage.com |
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Web Page: |
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http://global-webpage.newshq.businesswire.com |
GLOBAL-TECH ADVANCED INNOVATIONS REPORTS
SECOND QUARTER RESULTS FOR FISCAL 2016
Hong Kong, December 1, 2015 Global-Tech Advanced Innovations Inc. (NASDAQ: GAI) today announced its financial results for the quarter ended September
30, 2015 (the Companys second quarter of fiscal 2016).
Net sales for the second quarter of fiscal 2016 were $20.1 million, compared to $21.1
million for the corresponding quarter in fiscal 2015. Net loss for the second quarter of fiscal 2016 was $2.2 million, or $0.72 per share, compared to a net loss of $2.2 million, or $0.74 per share, for the second quarter of fiscal 2015.
Net sales for the six months ended September 30, 2015 were $35.4 million, compared to $45.7 million in the corresponding six-month period in fiscal
2015. Net loss for the first six months of fiscal 2016 was $3.2 million, or $1.06 per share, compared to a net loss of $2.5 million, or $0.83 per share, for the first half of fiscal 2015.
John C.K. Sham, the Companys President and Chief Executive Officer, said: Operating results for the second quarter of fiscal 2016 were
similar to the corresponding period in fiscal 2015, with realized cost and operating efficiencies being offset by declining commodity pricing. The nature of the CCM business and eroding margins is unlikely to change in the foreseeable future as
capacity in China continues to grow.
Mr. Sham continued, Despite the challenges facing our CCM business, we are increasing our efforts to
improve the progress of our medical device technology. We continue to focus on marketing and R&D and are hopeful that this business could eventually improve our operating results.
Mr. Sham concluded, Given the commoditization of the CCM business, we continue to work on strategic alternatives to enhance shareholder value. We are
hopeful that our cost-reduction efforts will begin to have a positive impact on operating results as we expect inflationary pressures to ease as the Chinese economy slows.
Recent Developments
Announced Receipt of Going
Private Offer
On August 1, 2015, the Companys board of directors (the Board) received an unsolicited
preliminary non-binding proposal letter (the Proposal Letter), dated August 1, 2015, from Mr. John C.K. Sham, President and Chief Executive Officer of the Company, and certain of his controlled or affiliated entities (collectively, the
Acquirer), proposing a potential
offer to acquire all of the outstanding common shares of the Company (the Offer) not already
beneficially owned or controlled by the Acquirer for $8.75 in cash per share (Shares). According to the Proposal Letter, the Acquirer plans to form an acquisition company for the purpose of implementing the Offer, and the Offer is
intended to be financed with a combination of cash and debt.
On August 5, 2015, in response to the Proposal Letter received by the
Board from the Acquirer, the Board formed a special committee of independent directors who are not affiliated with the Acquirer (the Special Committee) to consider potential transactions involving the Company, including the previously
announced Proposal Letter. The Special Committee consists of Mr. Barry J. Buttifant and Mr. Patrick Po-On Hui, with Mr. Buttifant acting as the chairman of the Special Committee.
Since August 2015, the Special Committee has retained Houlihan Lokey (China) Limited as its independent financial advisor, Cleary Gottlieb
Steen & Hamilton LLP as its United States legal counsel and Maples & Calder as its British Virgin Islands legal counsel to assist in the evaluation of potential transactions involving the Company, including the Proposal Letter received by
the Board from the Acquirer.
The Special Committee cautions the Companys shareholders and others considering trading its securities
that the Special Committee is continuing its evaluation of the Offer or other alternatives and that, at this time, no decisions have been made by the Special Committee with respect to the Companys response to the Offer. There can be no
assurance that any definitive offer will be made, that any definitive agreement will be executed or that the Offer or any other transaction will be approved or consummated.
Global-Tech Advanced Innovations Inc. is
a holding company, owning subsidiaries that manufacture and market a diversified portfolio of products, such as complementary metal oxide semiconductor (CMOS) and camera modules (CCMs). The primary focus of its subsidiaries is to develop and market
high-quality products for the communications industry in China and export such products to markets in other countries throughout the world.
Except for
historical information, certain statements contained herein are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Words
such as expects, anticipates, intends, plans, believes, seeks, should, estimates, or variations of such words and similar expressions are intended to
identify such forward-looking statements. These forward-looking statements are subject to risks and uncertainties, including but not limited to, the impact of competitive products and pricing, demand for new and existing products in our core
business, the financial condition of the Companys customers, product demand and market acceptance especially of our new products, the success of new product development especially in the area of cellular phone components and solutions, compact
camera modules and other pending projects, reliance on material customers, suppliers and key strategic alliances, the terms and conditions of customer contracts and purchase orders, availability and cost of raw materials, the timely and proper
execution of certain business plans, including the plan to diversify and transform a portion of manufacturing capacity to higher-value, technology-oriented products, currency
fluctuations, including the revaluation of the Chinese Renminbi, the imposition by Chinas trading
partners of economic sanctions and/or protective tariffs on Chinese manufactured goods, uncertainties associated with investments, the regulatory environment, fluctuations in operating results, the impact of changing global, political and economic
conditions and other risks detailed from time to time in the Companys filings with the U.S. Securities and Exchange Commission including its most recent Report on Form 20-F. The Company does not undertake to update its forward-looking
information, or any other information contained or referenced in this press release to reflect future events or circumstances.
GLOBAL-TECH APPLIANCES INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts expressed in thousands of United States dollars, except per share data)
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Three Months Ended September 30, |
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Six Months Ended September 30, |
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2015 |
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2014 |
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2015 |
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2014 |
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(unaudited) |
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(unaudited) |
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(unaudited) |
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(unaudited) |
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Net sales |
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$ |
20,123 |
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$ |
21,062 |
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$ |
35,430 |
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$ |
45,669 |
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Cost of goods sold |
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(19,424 |
) |
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|
(20,340 |
) |
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(33,654 |
) |
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(43,205 |
) |
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Gross profit (loss) |
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699 |
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722 |
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1,776 |
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2,464 |
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Selling, general and administrative expenses |
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(3,745 |
) |
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(3,361 |
) |
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(7,246 |
) |
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(6,315 |
) |
Other operating income (expense) |
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Operating income (loss) |
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(3,046 |
) |
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|
(2,639 |
) |
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(5,470 |
) |
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(3,851 |
) |
Interest income, net |
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134 |
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85 |
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309 |
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|
189 |
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Other income (expense), net |
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711 |
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|
406 |
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|
1,916 |
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|
1,323 |
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Income (loss) from continuing operations before income taxes |
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(2,201 |
) |
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(2,148 |
) |
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(3,245 |
) |
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(2,339 |
) |
Income tax expenses |
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4 |
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(103 |
) |
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4 |
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(227 |
) |
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Income (loss) from continuing operations |
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(2,197 |
) |
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(2,251 |
) |
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(3,241 |
) |
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(2,566 |
) |
Net income (loss) attributable to non-controlling interests |
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13 |
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15 |
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26 |
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30 |
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Net income (loss) attributable to shareholders |
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$ |
(2,184 |
) |
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$ |
(2,236 |
) |
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$ |
(3,215 |
) |
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$ |
(2,536 |
) |
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Basic earnings (loss) per common share |
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$ |
(0.72 |
) |
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$ |
(0.74 |
) |
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$ |
(1.06 |
) |
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$ |
(0.83 |
) |
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Diluted earnings (loss) per common share |
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$ |
(0.72 |
) |
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$ |
(0.74 |
) |
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$ |
(1.06 |
) |
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$ |
(0.83 |
) |
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Basic weighted average number of shares outstanding |
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3,042 |
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|
3,042 |
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|
3,042 |
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|
3,042 |
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Diluted weighted average number of shares outstanding |
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3,042 |
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|
3,042 |
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|
3,042 |
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3,042 |
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GLOBAL-TECH ADVANCED INNOVATIONS INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Amounts expressed in thousands of United States dollars)
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September 30, 2015 |
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March 31, 2015 |
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(unaudited) |
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(audited) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
|
$ |
17,132 |
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$ |
14,502 |
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Time deposits |
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11,537 |
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|
12,649 |
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Restricted cash |
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|
7,220 |
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|
9,851 |
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Accounts and bills receivable, net |
|
|
26,683 |
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|
20,494 |
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Inventories |
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|
6,697 |
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|
6,419 |
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Prepaid expenses |
|
|
122 |
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|
|
95 |
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Deposits and other assets |
|
|
2,889 |
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|
|
3,754 |
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Amount due from a related party |
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|
15 |
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15 |
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Total current assets |
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|
72,295 |
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|
|
67,779 |
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Interests in jointly-controlled entities |
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Property, plant and equipment, net |
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|
22,051 |
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|
24,175 |
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Land use rights, net |
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|
2,711 |
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|
2,827 |
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Deposits paid for purchase of property, plant and equipment |
|
|
143 |
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|
|
200 |
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Deferred tax assets |
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|
3 |
|
|
|
3 |
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|
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|
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Total assets |
|
$ |
97,203 |
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|
$ |
94,984 |
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LIABILITIES AND SHAREHOLDERS EQUITY |
|
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Current liabilities: |
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Short-term bank loans |
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|
7,720 |
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|
6,780 |
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Accounts payable |
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|
19,630 |
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|
|
14,248 |
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Customer deposits |
|
|
1,499 |
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|
|
1,252 |
|
Accrued salaries, allowances and other employee benefits |
|
|
3,198 |
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|
|
3,078 |
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Other accrued liabilities |
|
|
5,750 |
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|
|
6,284 |
|
Income tax payable |
|
|
4,250 |
|
|
|
4,029 |
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|
|
|
|
|
|
|
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Total liabilities |
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|
42,047 |
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|
|
35,671 |
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|
|
|
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Shareholders equity: |
|
|
|
|
|
|
|
|
Common stock, par value $0.04 per share; 12,500,000 shares authorized; 3,233,814 shares issued as of September 30 and March 31,
2015 |
|
|
129 |
|
|
|
129 |
|
Additional paid-in capital |
|
|
85,108 |
|
|
|
85,108 |
|
Statutory reserves |
|
|
1,328 |
|
|
|
1,328 |
|
Accumulated deficit |
|
|
(36,214 |
) |
|
|
(32,999 |
) |
Accumulated other comprehensive income |
|
|
9,934 |
|
|
|
10,850 |
|
Less: Treasury stock, at cost, 189,587 shares as of September 30 and March 31, 2015 |
|
|
(4,663 |
) |
|
|
(4,663 |
) |
|
|
|
|
|
|
|
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Total Global-Tech Advanced Innovations Inc. shareholders equity |
|
|
55,622 |
|
|
|
59,753 |
|
Non-controlling interests |
|
|
(466 |
) |
|
|
(440 |
) |
|
|
|
|
|
|
|
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Total equity |
|
|
55,156 |
|
|
|
59,313 |
|
|
|
|
|
|
|
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Total liabilities and shareholders equity |
|
$ |
97,203 |
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|
$ |
94,984 |
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