Hollysys Automation Technologies Reports Unaudited Financial Results for the Second Quarter and the First Half Year Ended December 31, 2019

First Half of Fiscal Year 2020 Financial Highlights

    --  Non-GAAP net income attributable to Hollysys was $63.9 million, a
        decrease of 11.6% compared to the comparable prior year period.
    --  Total revenues were $293.3 million, an increase of 1.8% compared to the
        comparable prior year period.
    --  Non-GAAP gross margin was at 36.9%, compared to 37.7% for the comparable
        prior year period.
    --  Non-GAAP diluted EPS was $1.06, a decrease of 10.9% compared to the
        comparable prior year period.
    --  Net cash provided by operating activities was $109.4 million for the
        current period.
    --  DSO of 168 days, compared to 171 days for the comparable prior year
        period.
    --  Inventory turnover days of 42 days, compared to 51 days for the
        comparable prior year period.

Second Quarter of Fiscal Year 2020 Financial Highlights

    --  Non-GAAP net income attributable to Hollysys was $34.2 million, a
        decrease of 22.9% compared to the comparable prior year period.
    --  Total revenues were $170.1 million, an increase of 13.8% compared to the
        comparable prior year period.
    --  Non-GAAP gross margin was at 36.3%, compared to 38.2% for the comparable
        prior year period.
    --  Non-GAAP diluted EPS were at $0.56, a decrease of 23.3% compared to the
        comparable prior year period.
    --  Net cash provided by operating activities was $70.5 million for the
        current quarter.
    --  DSO of 137 days, compared to 157 days for the comparable prior year
        period.
    --  Inventory turnover days of 39 days, compared to 39 days for the
        comparable prior year period.

BEIJING, Feb. 19, 2020 /PRNewswire/ -- Hollysys Automation Technologies Ltd. (NASDAQ: HOLI) ("Hollysys" or the "Company"), a leading provider of automation and control technologies and applications in China, today announced its unaudited financial results for the second quarter and first half of fiscal year 2020 ended December 31, 2019 (see attached tables). The management of Hollysys, stated:

Industrial Automation ("IA") business finished the second quarter with revenue and contract at $69.3 million and $69.5 million, achieving 40.1% and 58.2% YOY growth, respectively. For the first half of the fiscal year, IA revenue and contract achieved 25.0% and 23.6% YOY growth, respectively.

    --  In coal fire sector, despite slowdown in new construction market,
        performance in aftersales remained healthy as we kept responding to
        various demands from our existing customers in face of the replacement
        cycle. We offered system upgrade and modification, security product and
        regular maintenance, etc. that addressed the currently installed
        solutions in part or in whole.
    --  Our chemical and petro-chemical sector continued to see healthy growth,
        thanks to our efforts in organization optimization, talent recruitment,
        marketing and relationship maintenance, etc. With our quality in the
        previous milestone project being recognized by clients, we moved on to
        prepare for project quality assessment seminar to seek wider recognition
        in the industry. To better showcase our capability, we have also
        constructed a demo center for high-end ethylene project. Meanwhile, we
        kept improving our solution for the industry through internal R&D and
        cooperation with external parties. In the oil and gas vertical, we won a
        new bidding this quarter in providing control solution to the Central
        Equipment Platform (CEP) of the oil field for CNOOC (China National
        Offshore Oil Corporation). It was also the first time that the client
        has adopted domestic control solution on such production site. Going
        forward, with successful projects as track record and with solid
        technology and quality engineering as the gene of the Company, we will
        maintain close interaction with the client base to gradually spread the
        concept that Hollysys is a qualified provider for the chemical and
        petro-chemical industry.
    --  In smart factory sector, our boiler combustion optimization solution, a
        solution within our industrial software matrix tailored-developed for
        power-generating-related business, has gained wider acceptance. The
        solution was widely welcomed by our customers, as we have received
        numerous feedbacks from customers acknowledging the value of our
        solution in cutting production cost and improving production stability.
        We are continuing our internal R&D effort while also actively
        collaborating with external parties along the value chain to expand and
        improve the solution within our industrial software matrix.

Under the "3+1+N" strategy, we continued the effort to integrate internal sales platform for better cross selling. We expect such effort will put us in a better position to utilize the specialties of each member company for the offering of total solution of the Company. Meanwhile, we signed an EPC contract in December for a chemical project, in which we assumed the role as the general contractor. Such contract marked a step further toward our vision of offering comprehensive solution covering project full life cycle.

Rail business finished the second quarter with revenue and contract at $78.8 million and $104.2 million, recording 24.1% YOY growth and 39.8% YOY decrease, respectively. For the first half of the fiscal year, revenue and contract recorded 8.4% YOY growth and 48.8% YOY decrease, respectively.

    --  In high-speed rail sector, we signed contracts of 40 sets of C3 ATP this
        quarter. Meanwhile, we kept responding to the replacement demand of our
        customers. In project delivery, several new lines commenced operation
        this quarter, including Wuhan-Shiyan line, Zhengzhou-Xiangyang section
        of the Zhengzhou-Wanzhou line, Zhengzhou-Fuyang line,
        Qianjiang-Zhangjiajie-Changde line, Beijing-Zhangjiakou line and
        Zhangjiakou-Datong line. Solutions that we have provided to these lines
        include TCC (Train Control Center), RBC (Radio Block Center), TSRS
        (Temporary Speed Restriction System) and LEU (Lineside Electronic Unit),
        etc.
    --  In subway sector, we signed an SCADA contract for Kunming Subway line 5.
        In project delivery, we completed the Chengdu subway line 5 SCADA
        project and were honored with the title "outstanding equipment
        provider". We have also fully delivered Phase one of Hohhot subway line
        1 cloud-based SCADA project. In this project, though given limited
        execution time, we have showcased our consistency in quality
        engineering. Through optimizing system deployment and promoting better
        standardization in early stage, we have improved efficiency in design
        and product delivery, while paving the way for easier maintenance
        afterwards.
    --  In subway signaling sector, we signed a contract in October to provide
        CBTC to a 3-kilometer-long tramcar transportation within Kunming
        Changshui Airport. With a value of around 25 million RMB, this is a
        milestone contract in which the total function of our CBTC was fully
        applied in the field.

Going forward, our rail business will continue to adhere to the diversity strategy for stable and healthy growth and to improve our local service network for more value-adding and differentiated services. With urbanization as an ongoing process, we will keep leveraging our strong R&D capacity and prepare for the application of various types of railway transportation systems in the future.

M&E business finished the quarter with revenue and contract at $22.0 million and $12.0 million, recording 39.7% and 67.2% YOY decrease respectively. For the first half of the fiscal year, revenue and contract recorded 46.4% and 11.0% YOY decrease respectively.

Given the macro economy in Southeast Asia and the Middle East, risk control remains to be the key focus of our M&E business. In our direct sales and overseas EPC project, progress is constantly made in terms of establishment of new cooperation with new key EPC players as well as ongoing cooperation with existing partners.

To prepare our overseas business for the new era of development, further actions were taken following the upgrade of our Singapore overseas headquarter in mid-2019. We have recently undertaken organization adjustment and appointed a new head to lead the Singapore headquarter. With those actions taken as a beginning, we expect to upgrade our overseas business with improved management, marketing, R&D capability and deeper localization, and to create better synergy between all overseas businesses.

In response to the outbreak of the novel coronavirus, the Company has taken necessary actions to minimize the risk of spread of disease and adverse effects on the Company's business operation. Since late January, we have been monitoring the health condition of our employees through on-going online survey. Starting from early February, we have been implementing a two-week-long work-from-home scheme. Meanwhile, we have set forth general rules of action for operation in each of our bases for precautionary purpose. For particular urgent projects covering R&D, production and engineering, staff has been requested for on-site work in accordance with the rules of action. Going further, we are planning to gradually resume on-site work with the staff density in our bases being prudently controlled. However the potential downturn brought by and the duration of the coronavirus is difficult to assess or predict where actual effects will depend on many factors beyond our control. We are closely monitoring its impact on us. Our business, results of operations, financial conditions and prospects could be adversely affected directly, as well as to the extent that the coronavirus harms the Chinese economy in general.

Second Quarter and First Half Year Ended December 31, 2019 Unaudited Financial Results Summary



            
              
                (In USD thousands, except for number of shares and per share data)

    ---



                                                                                                          
       Three months ended                      
            Six months ended



                                                                                                            
          December        
     December          
            %                 
            December   
     December           
            %
                                                                                                                          31, 2019          31, 2018     Change                            31, 2019            31, 2018      Change






            Revenues                                                                                            $
            170,109            149,464               13.8%           $
            293,338              288,182                   1.8%



                Integrated solutions contracts revenue                                                          $
            129,675            116,683               11.1%           $
            234,141              233,333                   0.3%



                Products sales                                                                                    $
            6,539              5,917               10.5%            $
            12,661               13,957                 (9.3)%



                Service rendered                                                                                 $
            33,895             26,864               26.2%            $
            46,536               40,892                  13.8%



            Cost of revenues                                                                                    $
            108,278             92,389               17.2%           $
            185,049              179,567                   3.1%



            Gross profit                                                                                         $
            61,831             57,075                8.3%           $
            108,289              108,615                 (0.3)%



            Total operating expenses                                                                             $
            28,511             15,076               89.1%            $
            51,803               36,576                  41.6%



                Selling                                                                                          $
            10,392              7,860               32.2%            $
            17,670               15,569                  13.5%



                General and administrative                                                                       $
            10,591             11,626              (8.9)%            $
            21,184               20,196                   4.9%



                Research and development                                                                         $
            13,806             10,402               32.7%            $
            22,748               19,170                  18.7%



                VAT refunds and government subsidies                                                            $
            (6,278)          (14,812)            (57.6)%           $
            (9,799)            (18,359)               (46.6)%



            Income from operations                                                                               $
            33,320             41,999             (20.7)%            $
            56,486               72,039                (21.6)%



            Other income, net                                                                                     $
            1,301              5,937             (78.1)%             $
            3,327                6,495                (48.8)%



            Foreign exchange (loss) gain                                                                           $
            (59)             (704)            (91.6)%               $
            545                (827)              (165.9)%



            Gains on disposal of investments in an                                                  
      $                                                                           $
            5,763
       equity investee



            Share of net income (loss) of equity                                                                  $
            1,997              (386)           (617.4)%             $
            3,538                (287)             (1332.8)%
       investees



            Dividend income from equity security                                                                  $
            1,145              1,115                2.7%             $
            1,145                1,113                   2.9%
    investments



            Interest income                                                                                       $
            3,099              2,894                7.1%             $
            6,128                5,995                   2.2%



            Interest expenses                                                                                       $
            (6)             (210)            (97.1)%             $
            (119)               (316)               (62.3)%



            Income tax expenses                                                                                   $
            6,792              6,312                7.6%            $
            13,001               11,767                  10.5%



            Net (loss) income attributable to non-                                                                $
            (151)                37            (508.1)%             $
            (125)                  83               (250.6)%
       controlling interests



            Non-GAAP net income attributable to                                                                  $
            34,156             44,296             (22.9)%            $
            63,937               72,362                (11.6)%
       Hollysys Automation Technologies Ltd.



            Non-GAAP basic EPS                                                                                     $
            0.56               0.73             (23.3)%              $
            1.06                 1.20                (11.7)%



            Non-GAAP diluted EPS                                                                                   $
            0.56               0.73             (23.3)%              $
            1.06                 1.19                (10.9)%





            Share-based compensation expenses                                                                        $
            15                 67             (77.6)%                $
            40                  151                (73.5)%



            Amortization of acquired intangible assets                                                               $
            75                 75                0.0%               $
            151                  155                 (2.6)%



            Fair value adjustments of a bifurcated                                                  
      $                                         20            (100.0)%   
        $                                     20               (100.0)%
       derivative




            GAAP Net income attributable to Hollysys                                                             $
            34,066             44,134             (22.8)%            $
            63,746               72,036                (11.5)%
       Automation Technologies Ltd.



            GAAP basic EPS                                                                                         $
            0.56               0.73             (23.3)%              $
            1.05                 1.19                (11.8)%



            GAAP diluted EPS                                                                                       $
            0.56               0.72             (22.2)%              $
            1.05                 1.18                (11.0)%





            Basic weighted average common shares                                                                       60,538,111         60,453,770                0.1%                  60,504,151           60,450,930                   0.1%
       outstanding



            Diluted weighted average common shares                                                                     60,552,527         61,273,353              (1.2)%                  60,517,798           61,271,864                 (1.2)%
       outstanding

Operational Results Analysis for the Second Quarter Ended December 31, 2019

Comparing to the second quarter of the prior fiscal year, the total revenues for the three months ended December 31 2019 increased from $149.5 million to $170.1 million, representing an increase of 13.8%. Broken down by the revenue types, integrated contracts revenue increased by 11.1% to $129.7 million, products sales revenue increased by 10.5% to $6.5 million, and services revenue increased by 26.2% to $33.9 million.

The Company's total revenues can also be presented in segments as shown in the following chart:



            
                (In USD thousands)


                                                         Three months ended December 31,                          Six months ended December 31,



                                                    2019                                 2018                          2019                         2018



                                             
     
           $                   % to Total         
     
          $             % to                   
           
        $               % to Total        
     
     $         % to
                                                                 Revenue                                   Total                                                Revenue                           Total
                                                                                                          Revenue                                                                                Revenue




            Industrial Automation                69,291                         40.7%             49,458             33.1%                     133,927   45.6%         107,177      37.2%



            Rail Transportation Automation       78,823                         46.3%             63,503             42.5%                     123,399   42.1%         113,871      39.5%



            Mechanical and Electrical            21,995                         13.0%             36,503             24.4%                      36,012   12.3%          67,134      23.3%
    Solution



            
                Total                  170,109                        100.0%            149,464            100.0%                     293,338  100.0%         288,182     100.0%

Overall gross margin excluding non-cash amortization of acquired intangibles (non-GAAP gross margin) was 36.3% for the three months ended December 31, 2019, as compared to 38.2% for the same period of the prior year. The non-GAAP gross margin for integrated contracts, product sales, and services rendered were 28.0%, 66.4% and 62.6% for the three months ended December 31, 2019, as compared to 30.8%, 72.0% and 62.9% for the same period of the prior year, respectively. The gross margin fluctuated mainly due to the different revenue mix with different margins. The GAAP overall gross margin which includes non-cash amortization of acquired intangibles was 36.3% for the three months ended December 31, 2019, as compared to 38.1% for the same period of the prior year. The GAAP gross margin for integrated contracts, product sales, and service rendered was 27.9%, 66.4% and 62.6% for the three months ended December 31, 2019, as compared to 30.7%, 72.0% and 62.9% for the same period of the prior year, respectively.

Selling expenses were $10.4 million for the three months ended December 31, 2019, representing an increase of $2.5 million or 32.2% compared to $7.9 million for the same quarter of the prior year, mainly due to increased sales activities. Presented as a percentage of total revenues, selling expenses were 6.1% and 5.3% for the three months ended December 31, 2019, and 2018, respectively.

General and administrative expenses, excluding non-cash share-based compensation expenses (non-GAAP G&A expenses), were $10.6 million for the quarter ended December 31, 2019, representing a decrease of $1.0 million or 8.9% compared to $11.6 million for the same quarter of the prior year. Presented as a percentage of total revenues, non-GAAP G&A expenses were 6.2% and 7.8% for quarters ended December 31, 2019 and 2018, respectively. The GAAP G&A expenses which include the non-cash share-based compensation expenses were $10.6 million and $11.7 million for the three months ended December 31, 2019 and 2018, respectively.

Research and development expenses were $13.8 million for the three months ended December 31, 2019, representing an increase of $3.4 million or 32.7% compared to $10.4 million for the same quarter of the prior year, mainly due to increased research and development activities. Presented as a percentage of total revenues, R&D expenses were 8.1% and 7.0% for the quarter ended December 31, 2019 and 2018, respectively.

The VAT refunds and government subsidies were $6.3 million for three months ended December 31, 2019, as compared to $14.8 million for the same period in the prior year, representing a $8.5 million or 57.6% decrease, which was primarily due to decrease of the VAT refunds.

The income tax expenses and the effective tax rate were $6.8 million and 16.7% for the three months ended December 31, 2019, respectively, as compared to $6.3 million and 12.5% for comparable prior year period, respectively,. The effective tax rate fluctuated mainly due to the different pre-tax income mix with different tax rates, as the Company's subsidiaries are subject to different tax rates in various jurisdictions.

The non-GAAP net income attributable to Hollysys, which excludes the non-cash share-based compensation expenses calculated based on the grant-date fair value of shares or options granted, amortization of acquired intangible assets, and fair value adjustments of a bifurcated derivative, was $34.2 million or $0.56 per diluted share based on 60.6 million diluted weighted average ordinary shares outstanding for the three months ended December 31, 2019. This represents a 22.9% decrease from $44.3 million or $0.73 per share based on 61.3 million diluted weighted average ordinary shares outstanding reported in the comparable prior year period. On a GAAP basis, net income attributable to Hollysys was $34.1 million or $0.56 per diluted share representing a decrease of 22.8% from $44.1 million or $0.72 per diluted share reported in the comparable prior year period.

Contracts and Backlog Highlights

Hollysys achieved $185.7 million of new contracts for the three months ended December 31, 2019. The backlog as of December 31, 2019 was $587.0 million. The detailed breakdown of new contracts and backlog by segments is shown below:


                                                New contracts achieved                      Backlog



                                                 for the three months               as of December 31, 2019

                                                ended December 31, 2019


                                                        (In USD                            % to Total        
     
              (In USD          % to Total
                                          thousands)                            Contract                       thousands)          Backlog




     Industrial Automation                                              69,477                        37.5%               192,445                32.8%



     Rail Transportation                                               104,212                        56.1%               307,291                52.3%



     Mechanical and Electrical Solutions                                11,970                         6.4%                87,312                14.9%




     
                Total                                                185,659                       100.0%               587,048               100.0%

Cash Flow Highlights

For the three months ended December 31, 2019, the total net cash inflow was $52.8 million. The net cash provided by operating activities was $70.5 million. The net cash used in investing activities was $10.1 million and mainly consisted of 2.4 million purchases of property, plant and equipment, and $27.2 million of time deposits placed with banks, which were partially offset by $19.4 million of matured time deposits. The net cash used in financing activities was $13.7 million and mainly consisted of $12.7 million payment of dividends.

Balance Sheet Highlights

The total amount of cash and cash equivalents were $403.9 million, $340.0 million, and $270.8 million as of December 31, 2019, September 30, 2019 and December 30, 2018, respectively.

For the three months ended December 31, 2019, DSO was 137 days, as compared to 157 days for the comparable prior year period and 204 days for the last quarter; and inventory turnover was 39 days, as compared to 39 days for the comparable prior year period and 56 days for the last quarter.

Conference Call

The Company will host a conference call at 8:00 pm February 19, 2020 U.S. Eastern Time / 9:00 am February 20, 2020 Beijing Time, to discuss the financial results for fiscal year 2020 second quarter ended December 31, 2019 and business outlook.

To participate, please call the following numbers ten minutes before the scheduled start of the call. The conference call identification number is 6396705.


     Standard International Dial-In
      Number:                       
     +65 67135090


                   Participant Local Dial-In
                    Numbers:



     Australia, Sydney                       
       +61 290833212



     China, Domestic                                4006208038


      China, Domestic Landline only                  8008190121



     China, Hong Kong                        
       +852 30186771



     China, Taiwan                          
       +886 255723895



     Japan, Tokyo                            
       +81 345036012


      Korea (South), Seoul                     
       +82 27395177


      United Kingdom, London                 
       +44 2036214779


      United States, New York                 
       +1 8456750437


                   Participant ITFS Dial-In
                    Numbers:



     Australia,                               1800411623



     Australia,                               1300717205



     Belgium                                   080071900



     Canada                                  18663861016



     France                                   0800912761



     Germany                                 08001820671



     China, Hong Kong                          800906601



     China, Taiwan                            0809091568



     India                                   18002666846


      Indonesia, PT Indosat access          0018030179156


      Indonesia, PT Telkom access           0078030179156



     Italy                                     800874737



     Japan                                    0120925376


      Korea (South), Domestic                  0808500474



     Malaysia                                 1800820152



     Netherlands                             08000221931



     New Zealand                              0800880084



     Norway                                     80010719


      Philippines, PLDT Access Only          180016120306



     Switzerland                              0800561006



     Thailand                               001800656772



     United Kingdom                          08082346646



     United States                           18665194004

In addition, a recording of the conference call will be accessible within 48 hours via Hollysys' website at: http://hollysys.investorroom.com

About Hollysys Automation Technologies Ltd. (NASDAQ: HOLI)

Hollysys is a leading automation control system solutions provider in China, with overseas operations in eight other countries and regions throughout Asia. Leveraging its proprietary technology and deep industry know-how, Hollysys empowers its customers with enhanced operational safety, reliability, efficiency, and intelligence which are critical to their businesses. Hollysys derives its revenues mainly from providing integrated solutions for industrial automation and rail transportation. In industrial automation, Hollysys delivers the full spectrum of automation hardware, software, and services spanning field devices, control systems, enterprise manufacturing management and cloud-based applications. In rail transportation, Hollysys provides advanced signaling control and SCADA (Supervisory Control and Data Acquisition) systems for high-speed rail and urban rail (including subways). Founded in 1993, with technical expertise and innovation, Hollysys has grown from a research team specializing in automation control in the power industry into a group providing integrated automation control system solutions for customers in diverse industry verticals. As of June 2019, Hollysys had cumulatively carried out more than 25,000 projects for approximately 15,000 customers in various sectors including power, petrochemical, high-speed rail, and urban rail, in which Hollysys has established leading market positions.

SAFE HARBOUR:

This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact included herein are "forward-looking statements," including statements regarding: the ability of the Company to achieve its commercial objectives; the business strategy, plans and objectives of the Company and its subsidiaries; and any other statements of non-historical information. These forward-looking statements are often identified by the use of forward-looking terminology such as "believes," "expects" or similar expressions, involve known and unknown risks and uncertainties. Such forward-looking statements, based upon the current beliefs and expectations of Hollysys' management, are subject to risks and uncertainties, which could cause actual results to differ from the forward looking statements. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in the Company's reports that are filed with the Securities and Exchange Commission and available on its website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these factors. Other than as required under the securities laws, the Company does not assume a duty to update these forward-looking statements.


                                                                                                 
         
                HOLLYSYS AUTOMATION TECHNOLOGIES LTD.


                                                                                         
           
           CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME


                                                                                      
            
          (In USD thousands except for number of shares and per share data)




                                                                                                                                         Three months ended                                                      Six months ended
                                                                                                                        December 31,                                                           December 31,



                                                                                                                2019                                                                    2018                                               2019                            2018



                                                                                 (Unaudited)                                                                    (Unaudited)                            (Unaudited)                                (Unaudited)




              
                Net revenues



              Integrated solutions contracts revenue                                              $
              129,675                                                         $
          116,683                                    $
          234,141                $
           233,333



              Products sales                                                                                  6,539                                                                   5,917                                             12,661                          13,957



              Revenue from services                                                                          33,895                                                                  26,864                                             46,536                          40,892



              
                Total net revenues                                                               170,109                                                                 149,464                                            293,338                         288,182





              Costs of integrated solutions contracts                                                        93,485                                                                  80,845                                            163,985                         161,593



              Cost of products sold                                                                           2,199                                                                   1,654                                              3,430                           3,662



              Costs of services rendered                                                                     12,669                                                                   9,965                                             17,785                          14,467



              
                Gross profit                                                                      61,756                                                                  57,000                                            108,138                         108,460





              
                Operating expenses



              Selling                                                                                        10,392                                                                   7,860                                             17,670                          15,569



              General and administrative                                                                     10,606                                                                  11,693                                             21,224                          20,347



              Research and development                                                                       13,806                                                                  10,402                                             22,748                          19,170



              VAT refunds and government subsidies                                                          (6,278)                                                               (14,812)                                           (9,799)                       (18,359)



              
                Total operating expenses                                                          28,526                                                                  15,143                                             51,843                          36,727



              
                Income from operations                                                            33,230                                                                  41,857                                             56,295                          71,733





              Other income, net                                                                               1,301                                                                   5,917                                              3,327                           6,475



              Foreign exchange (loss) gain                                                                     (59)                                                                  (704)                                               545                           (827)



              Gains on disposal of investments in an equity investee                                                                                                                                        5,763



              Share of net income (loss) of equity investees                                                  1,997                                                                   (386)                                             3,538                           (287)



              Dividend income from equity security investments                                                1,145                                                                   1,115                                              1,145                           1,113



              Interest income                                                                                 3,099                                                                   2,894                                              6,128                           5,995



              Interest expenses                                                                                 (6)                                                                  (210)                                             (119)                          (316)



              
                Income before income taxes                                                        40,707                                                                  50,483                                             76,622                          83,886





              Income taxes expenses                                                                           6,792                                                                   6,312                                             13,001                          11,767



              
                Net income                                                                        33,915                                                                  44,171                                             63,621                          72,119





              Net (loss) income attributable to non-controlling interests                                     (151)                                                                     37                                              (125)                             83



              
                Net income attributable to Hollysys Automation                   $
        
                34,066                                                      $
     
            44,134                         $
             
            63,746             $
     
             72,036
    Technologies Ltd.





              
                Other comprehensive income (loss), net of tax of nil



              Translation adjustments                                                                        20,921                                                                   2,661                                           (13,253)                       (27,090)



              
                Comprehensive income                                                              54,836                                                                  46,832                                             50,368                          45,029





              Less: comprehensive income (loss) attributable to non-                                            977                                                                   (224)                                               951                           (179)
       controlling interests



              
                Comprehensive income  attributable to Hollysys                   $
        
                53,859                                                      $
     
            47,056                         $
             
            49,417             $
     
             45,208
    Automation Technologies Ltd.






              
                Net income per ordinary share:



              Basic                                                                                            0.56                                                                    0.73                                               1.05                            1.19



              Diluted                                                                                          0.56                                                                    0.72                                               1.05                            1.18



              
                Shares used in net income per share computation:



              Weighted average number of ordinary shares                                                 60,538,111                                                              60,453,770                                         60,504,151                      60,450,930



              Weighted average number of diluted ordinary shares                                         60,552,527                                                              61,273,353                                         60,517,798                      61,271,864


                                                                                                          
              
                HOLLYSYS AUTOMATION TECHNOLOGIES LTD.


                                                                                                               
              
                CONSOLIDATED BALANCE SHEETS


                                                                                                  
        
                (In USD thousands except for number of shares and per share data)




                                                                                                                                                                                              December 31,         September 30,



                                                                                                                                                                                                      2019                   2019



                                                                                                                                                                                              (Unaudited)           (Unaudited)




     
       ASSETS


        
             
                Current assets


        
             Cash and cash equivalents                                                                                                                                                $
          403,860      $
            339,932


        
             Time deposits with maturities over three months                                                                                                                                  146,745                136,200


        
             Restricted cash                                                                                                                                                                   19,985                 30,288


        
             Accounts receivable, net of allowance for doubtful accounts of $45,348 and                                                                                                       239,492                245,696
                                                                                                    $44,875 as of December 31, 2019 and September 30, 2019, respectively


        
             Costs and estimated earnings in excess of billings, net of allowance for doubtful                                                                                                227,490                192,201
          accounts of $6,672 and $7,807 as of December 31, 2019 and September 30,
          2019, respectively


        
             Accounts receivable retention                                                                                                                                                      4,911                 11,660


        
             Other receivables, net of allowance for doubtful accounts of $4,390 and $4,840                                                                                                    23,173                 25,274
          as of December 31, 2019 and September 30, 2019, respectively


        
             Advances to suppliers                                                                                                                                                             17,522                 22,825


        
             Amounts due from related parties                                                                                                                                                  26,515                 29,832


        
             Inventories                                                                                                                                                                       35,596                 46,319


        
             Prepaid expenses                                                                                                                                                                     510                    391


        
             Income tax recoverable                                                                                                                                                               288                  1,832



        
             
                Total current assets                                                                                                                                              1,146,087              1,082,450




        
             
                Non-current assets


        
             Restricted cash                                                                                                                                                                    2,657                  3,485


        
             Costs and estimated earnings in excess of billings                                                                                                                                 2,700                  4,828


        
             Accounts receivable retention                                                                                                                                                      7,300                  7,785


        
             Prepaid expenses                                                                                                                                                                      10                      8


        
             Property, plant and equipment, net                                                                                                                                                78,059                 72,718


        
             Prepaid land leases                                                                                                                                                               16,224                 15,977


        
             Intangible assets, net                                                                                                                                                             1,208                  1,258


        
             Investments in equity investees                                                                                                                                                   40,077                 37,319


        
             Investments securities                                                                                                                                                             4,693                  4,600


        
             Goodwill                                                                                                                                                                          37,845                 36,298


        
             Deferred tax assets                                                                                                                                                                8,328                  9,313


        
             Operating lease right-of-use assets                                                                                                                                                5,259                  5,262



        
             
                Total non-current assets                                                                                                                                            204,360                198,851


        
             
                Total assets                                                                                                                                                      1,350,447              1,281,301





     
       LIABILITIES AND STOCKHOLDERS' EQUITY


        
             
                Current liabilities


        
             Short-term bank loans                                                                                                                                                              1,436                  1,585


        
             Current portion of long-term loans                                                                                                                                                   319                    307


        
             Dividends payable                                                                                                                                                                                       12,672


        
             Accounts payable                                                                                                                                                                 115,166                109,519


        
             Construction costs payable                                                                                                                                                         1,289                     86


        
             Deferred revenue                                                                                                                                                                 142,025                135,519


        
             Accrued payroll and related expenses                                                                                                                                              21,473                 15,577


        
             Income tax payable                                                                                                                                                                 4,795                  2,669


        
             Warranty liabilities                                                                                                                                                               6,597                  8,212


        
             Other tax payables                                                                                                                                                                 4,481                  1,245


        
             Accrued liabilities                                                                                                                                                               29,337                 28,139


        
             Amounts due to related parties                                                                                                                                                     4,218                  3,714


        
             Operating lease liabilities                                                                                                                                                        1,673



        
             
                Total current liabilities                                                                                                                                           332,809                319,244




        
             
                Non-current liabilities


        
             Accrued liabilities                                                                                                                                                                7,620                  5,084


        
             Long-term loans                                                                                                                                                                      896                    890


        
             Accounts payable                                                                                                                                                                   3,824                  4,473


        
             Deferred tax liabilities                                                                                                                                                          13,146                 13,251


        
             Warranty liabilities                                                                                                                                                               4,117                  3,245


        
             Operating lease liabilities                                                                                                                                                        3,180                  5,072



        
             
                Total non-current liabilities                                                                                                                                        32,783                 32,015


        
             
                Total liabilities                                                                                                                                                   365,592                351,259




        
             
                Commitments and contingencies                                                                                                                                                                   -




        
             
                Stockholders' equity:


        
             Ordinary shares, par value $0.001 per share, 100,000,000 shares authorized;                                                                                                           61                     60
          60,537,099 shares and 60,342,099 shares issued and outstanding as of
          December 31, 2019 and September 30, 2019


        
             Additional paid-in capital                                                                                                                                                       223,675                223,660


        
             Statutory reserves                                                                                                                                                                49,427                 48,698


        
             Retained earnings                                                                                                                                                                758,819                725,521


        
             Accumulated other comprehensive income                                                                                                                                          (49,852)              (69,645)



                               Total Hollysys Automation Technologies Ltd. stockholder's equity                                                                                                    982,130                928,294


        
             Non-controlling interests                                                                                                                                                          2,725                  1,748



        
             
                Total equity                                                                                                                                                        984,855                930,042


        
             
                Total liabilities and equity                                                                                                                           $
     
           1,350,447 $
     
             1,281,301


                                                                                                                                                           
              
        HOLLYSYS AUTOMATION TECHNOLOGIES LTD

                                                                                                                                                          
              
        CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                                                                                                                   
        
              (In USD thousands).




                                                                                                                                                                                                                      Three months ended                 Six months ended



                                                December 31, 2019                                                                                                         December 31, 2019

                                   ---

                                                                                                                                                                                                                
     
     
         (Unaudited)                       (Unaudited)




     
     Cash flows from operating activities:


                                                                                          
     Net income                                                                                                                                       $
       33,915                  $
        63,621



     
     Adjustments to reconcile net income to net cash provided by operating activities:


                                                                                          
     Depreciation of property, plant and equipment                                                                                                          2,185                         4,602


                                                                                          
     Amortization of prepaid land leases                                                                                                                       99                           197


                                                                                          
     Amortization of intangible assets                                                                                                                         75                           151


                                                                                          
     Allowance for doubtful accounts                                                                                                                        (120)                          596


                                                                                          
     Loss on disposal of property, plant and equipment                                                                                                          3                            10


                                                                                          
     Share of net income of equity investees                                                                                                              (1,997)                      (3,538)


                                                                                          
     Share-based compensation expenses                                                                                                                         15                            40


                                                                                          
     Deferred income tax expenses                                                                                                                             924                         6,235


                                                                                          
     Accretion of convertible bond                                                                                                                                                          57


                                                                                          
     Gains on deconsolidation of an equity investee                                                                                                                                    (5,763)



     
     Changes in operating assets and liabilities:


                                                                                          
     Accounts receivable and retention                                                                                                                     22,761                        39,851






                                                                                          
     Costs and estimated earnings in excess of billings                                                                                                  (29,001)                     (35,083)


                                                                                          
     Inventories                                                                                                                                           11,642                         6,650


                                                                                          
     Advances to suppliers                                                                                                                                  5,755                       (4,812)


                                                                                          
     Other receivables                                                                                                                                      2,683                         3,687


                                                                                          
     Deposits and other assets                                                                                                                              (111)                          128


                                                                                          
     Due from related parties                                                                                                                               3,924                         9,147


                                                                                          
     Accounts payable                                                                                                                                       3,647                        10,794


                                                                                          
     Deferred revenue                                                                                                                                       (814)                        2,865


                                                                                          
     Accruals and other payables                                                                                                                            7,579                         1,861




                                                                                          
     Due to related parties                                                                                                                                   504                       (1,178)


                                                                                          
     Income tax payable                                                                                                                                     3,648                         5,541


                                                                                          
     Other tax payables                                                                                                                                     3,173                         3,789




                                                                                          
     
                Net cash provided by operating activities                                                                                                70,489                       109,448







     
     Cash flows from investing activities:


                                                                                          
     Time deposits placed with banks                                                                                                                     (27,208)                     (55,050)


                                                                                          
     Purchases of property, plant and equipment                                                                                                           (2,372)                      (2,863)


                                                                                          
     Proceeds from disposal of property, plant and equipment                                                                                                  234                           292


                                                                                          
     Maturity of time deposits                                                                                                                             19,446                        51,326


                                                                                          
     Acquisition of a subsidiary, net of cash acquired                                                                                                      (150)                        (150)




                                                                                          
     Proceeds from disposal of investments in equity investee                                                                                                                            4,458




                                                                                          
     
                Net cash used in investing activities                                                                                                  (10,050)                      (1,987)







     
     Cash flows from financing activities:


                                                                                          
     Proceeds from short-term bank loans                                                                                                                      932                         2,274


                                                                                          
     Repayments of short-term bank loans                                                                                                                  (1,120)                      (2,752)




                                                                                          
     Proceeds from long-term bank loans                                                                                                                       136                           177


                                                                                          
     Repayments of long-term bank loans                                                                                                                     (158)                        (260)




                                                                                          
     Payment of dividends                                                                                                                                (12,713)                     (12,713)




                                                                                          
     Repayments of bonds payable                                                                                                                            (758)                     (20,753)




                                                                                          
     
                Net cash used in financing activities                                                                                                  (13,681)                     (34,027)






                                                                                          
     Effect of foreign exchange rate changes                                                                                                                6,039                       (5,319)





                                                                                          
     
                Net increase in cash, cash equivalents and restricted cash                                                                      $
     
         52,797                        68,115




                                                                                          
     Cash, cash equivalents and restricted cash, beginning of period                                                                                 $
       373,705                       358,387


                                                                                          
     Cash, cash equivalents and restricted cash, end of period                                                                                            426,502                       426,502


Non-GAAP Measures

In evaluating our results, the non-GAAP measures of "Non-GAAP cost of integrated contracts", "Non-GAAP general and administrative expenses", "Non-GAAP other income (expenses), net", "Non-GAAP net income attributable to Hollysys Automation Technologies Ltd. stockholders", "Non-GAAP basic earnings per share", and "Non-GAAP diluted earnings per share" serve as additional indicators of our operating performance and not as a replacement for other measures in accordance with U.S. GAAP. We believe these non-GAAP measures are useful to investors, as they exclude the non-cash share-based compensation expenses, which is calculated based on the number of shares or options granted and the fair value as of the grant date, amortization of acquired intangible assets, and fair value adjustments of a bifurcated derivative. They will not result in any cash inflows or outflows. We believe that using non-GAAP measures help our shareholders to have a better understanding of our operating results and growth prospects. In addition, given the business nature of the Company, it has been a common practice for investors to use such non-GAAP measures to evaluate the Company.

The following table provides a reconciliation of the non-GAAP measures with the most directly comparable U.S. GAAP measures for the periods indicated:



              
                
                  
                    (In USD thousands, except for number of shares and per share data)

    ---

                                                                                                                                                                                      Three months ended                              Six months ended



                                                                                                                                                                                         December 31,                                   December 31,



                                                                                                                                                                            2019                                     2018                                  2019                               2018



                                                                                                                                                            (Unaudited)                             (Unaudited)                       (Unaudited)                          (Unaudited)






              
                Cost of integrated solutions contracts                                                                                $
      
              93,485            $
            
                80,845            $
      
               163,985               $
      
               161,593



              Less: Amortization of acquired intangible assets                                                                                                      75                                       75                                151                                   155




              
                Non-GAAP cost of integrated solutions contracts                                                                       $
      
              93,410            $
            
                80,770            $
      
               163,834               $
      
               161,438






              
                General and administrative expenses                                                                                   $
      
              10,606            $
            
                11,693             $
      
               21,224                $
      
               20,347



              Less: Share-based compensation expenses                                                                                                               15                                       67                                 40                                   151




              
                Non-GAAP general and administrative expenses                                                                          $
      
              10,591            $
            
                11,626             $
      
               21,184                $
      
               20,196





              
                Other 
                income
                , net                                                                            $
      
              1,301                                    5,917                              3,327                                 6,475



              Add: Fair value adjustments of a bifurcated derivative                                                                                                                                        20                                                                      20




              
                Non-GAAP other
                 income
                , net                                                                   $
      
              1,301                                    5,937                              3,327                                 6,495






              
                Net income attributable to Hollysys Automation Technologies                                                           $
      
              34,066            $
            
                44,134             $
      
               63,746                $
      
               72,036
    Ltd.




              Add:


                                                                                           
              Share-based compensation expenses                                         15                                       67                                    40                                151


                                                                                                      Amortization of acquired intangible assets                                75                                       75                                   151                                155


                                                                                                      Fair value adjustments of a bifurcated
                                                                                                       derivative                                                                                                       20                                                                      20



              
                Non-GAAP net income attributable to Hollysys Automation                                                               $
      
              34,156            $
            
                44,296             $
      
               63,937                $
      
               72,362
    Technologies Ltd.





                                                                                                      Weighted average number of basic ordinary
                                                                                                       shares                                                           60,538,111                               60,453,770                            60,504,151                         60,450,930


                                                                                                      Weighted average number of diluted ordinary
                                                                                                       shares                                                           60,552,527                               61,273,353                            60,517,798                         61,271,864



              
                Non-GAAP basic earnings per share                                                                                            $
            0.56                         $
              0.73                   $
              1.06                      $
              1.20



              
                Non-GAAP diluted earnings per share                                                                                          $
            0.56                         $
              0.73                   $
              1.06                      $
              1.19

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SOURCE Hollysys Automation Technologies, Ltd