Hollysys Automation Technologies Reports Unaudited Financial Results for the Third Quarter and the First Nine Months Ended March 31, 2020

First Nine months of Fiscal Year 2020 Financial Highlights

    --  Non-GAAP net income attributable to Hollysys was $77.9 million, a
        decrease of 22.5% compared to the comparable prior year period.
    --  Total revenues were $374.1 million, a decrease of 9.5% compared to the
        comparable prior year period.
    --  Non-GAAP gross margin was at 35.6%, compared to 38.3% for the comparable
        prior year period.
    --  Non-GAAP diluted EPS was $1.28, a decrease of 22.0% compared to the
        comparable prior year period.
    --  Net cash provided by operating activities was $117.5 million for the
        current period.
    --  DSO of 188 days, compared to 176 days for the comparable prior year
        period.
    --  Inventory turnover days of 57 days, compared to 59 days for the
        comparable prior year period.

Third Quarter of Fiscal Year 2020 Financial Highlights

    --  Non-GAAP net income attributable to Hollysys was $13.9 million, a
        decrease of 50.4% compared to the comparable prior year period.
    --  Total revenues were $80.8 million, a decrease of 35.5% compared to the
        comparable prior year period.
    --  Non-GAAP gross margin was at 30.8%, compared to 39.6% for the comparable
        prior year period.
    --  Non-GAAP diluted EPS were at $0.23, a decrease of 50.0% compared to the
        comparable prior year period.
    --  Net cash provided by operating activities was $8.0 million for the
        current quarter.
    --  DSO of 266 days, compared to 193 days for the comparable prior year
        period.
    --  Inventory turnover days of 71 days, compared to 50 days for the
        comparable prior year period.

BEIJING, May 14, 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 fiscal year 2020 third quarter ended March 31, 2020 (see attached tables). The management of Hollysys, stated:

COVID-19 has laid negative impact on our business. Contract bidding and project execution were delayed for Industrial Automation ("IA") and rail business and only started to recover starting in March. In response to such impact, we have actively prepared internal work in advance, including staff training, marketing preparation, solution improvement, internal testing, etc. while also maintained communication with clients to the greatest extent, and made procurement in advance to counter the uncertainty of overseas supply chain. With the reopening of economy in China, we expect our business to recover to its normal course. Going forward, the Company will be imposing more stringent criteria on cash collection and payment, contract quality and expense.

IA business finished the third quarter with revenue and contract at $34.2 million and $63.2 million, representing 43.0% and 24.7% YOY decrease, respectively. For the first nine months of the fiscal year, IA revenue and contract achieved 0.5% and 4.1% YOY growth, respectively.

    --  In coal fire sector, we continued our effort in strengthening our market
        position in high-end market and won the bidding for Xinjiang Wucaiwan
        2*660MW power units this quarter.
    --  In chemical and petro-chemical sector, we continued our effort in key
        bidding tracking. Several major contracts that we signed this quarter
        include a 5 million tons/year oil treatment DCS upgrade project for
        Sinopec and a comprehensive surveillance project covering six LNG
        (Liquidated Natural Gas) storage centers of Henan Natural Gas Storage &
        Logistics Company, where we provided a wide range of solutions including
        SCADA, DCS, SIS, and GDS (Gas Detection System) etc. To assist with our
        market penetration strategy, we kept improving our solution and product
        through internal R&D and cooperation with external parties, with
        particular focus in the vertical of coal-chemical and oil & gas. We also
        continued to build the reputation of the Company in the industry in
        various manners, including industry conference, successful key project
        demonstration, cooperation with experts, key clients strategic relation
        management, etc.
    --  In smart factory business, internal structural optimization was made as
        we established the digital factory business unit ("BU"). The new BU will
        be responsible for the marketing, solution and software development and
        execution of smart factory project. We expect such change to lead to
        more focused internal resource deployment for serving client of various
        industries. As a comparison, the business used to be carried out
        separately by different industry teams, with our advantageous power
        industry being the primary focus. In solution preparation, we have
        gradually improved our solution through internal R&D and external
        cooperation for various industries, including oil & gas and fine
        chemical.
    --  Under the "3+1+N" strategy, we continued the effort to integrate the
        sales platform of the Company for greater internal synergy, to develop
        and strengthen our industrial cloud capacity covering cloud platform and
        cloud-based software, and to expand our solution for full lifecycle
        coverage. With the effort, we have made meaningful progress in
        pharmaceutical business in terms of solution expansion, thanks to the
        inclusion of design capacity and greater coordination between members of
        the Company. In this quarter, key contracts of pharmaceutical business
        include an engineering design contract with Shandong Fulkon, a renowned
        domestic pharmaceutical producer, and three tens of millions RMB level
        control system contracts.

Rail business finished the third quarter with revenue and contract at $28.7 million and $5.0 million, recording 38.7% and 86.0% YOY decrease, respectively. For the first nine months of the fiscal year, revenue and contract recorded 5.3% and 53.5% YOY decrease, respectively.

    --  In high-speed rail ("HSR") sector, major contracts include an ATP
        contract for cargo high-speed train, a TCC contract for Zhengzhou
        section of the Taiyuan-Jiaozuo High-speed Railway and several aftersales
        contracts covering part components, maintenance and upgrade.
    --  In subway sector, no significant contracts were signed this quarter. On
        quality management, following the successful delivery of Phase one of
        Hohhot subway line 1 cloud-based SCADA project last quarter, subway
        business continued to strengthen quality management, with particular
        focus on supply chain management and engineering standardization. On
        aftersales service, several contracts covering system upgrade and part
        components were signed.
    --  To actively address the aftersales opportunities in the market, rail
        business has been implementing the "service transformation" strategy, to
        strengthen local service network, to expand service solution and to
        develop technology-and-service-centered service for better
        differentiation. In HSR sector, other than the current aftersales
        service provided to on-board products (ATP), we have been exploring and
        developing service solution for on-ground products. In subway sector,
        with current client base and numerous line under operation, we are
        gradually reviewing existing projects for maintenance and upgrade
        opportunities.
    --  As part of the "3+1+N" strategy, rail business is actively executing the
        digital empowerment for the current product line. New solutions on smart
        maintenance and smart workshop for clients from HSR and subway have been
        identified and are currently under development and testing. With
        urbanization as an ongoing process, we will keep leveraging our strong
        R&D capacity and prepare for the application of our solution in more
        verticals of transportation in the future. Going forward, our rail
        business will continue to adhere to the diversity strategy for stable
        and healthy growth.

M&E business finished the quarter with revenue and contract at $17.9 million and $19.9 million, recording 2.6% YOY decrease and 18.6% YOY increase respectively. For the first nine months of the fiscal year, revenue and contract recorded 37.0% and 3.7% YOY decrease respectively.

Given the macro economy in Southeast Asia and the Middle East, as well as the outbreak of COVID-19 and its potential impact, 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.

In addition to our previous effort on overseas headquarter upgrade and appointment of overseas officer, we have set up a 3-year-long global management capacity action plan. The plan aims to gradually incorporate our current overseas business into the management system of the domestic business, and to ultimately build our global management capacity.

Third Quarter and First Nine Months Ended March 31, 2020 Unaudited Financial Results Summary



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

    ---



                                                                                                          
       Three months ended                      
     Nine months ended



                                                                                                            
         March 31,        
     March 31,          
            %              
            March 31,   
     March 31,          
        %
                                                                                                                              2020               2019       Change                              2020                 2019   Change






            Revenues                                                                                             $
            80,768            125,167               (35.5)%        $
            374,106              413,350               (9.5)%



                Integrated solutions contracts revenue                                                           $
            67,673            101,285               (33.2)%        $
            301,814              334,618               (9.8)%



                Products sales                                                                                    $
            3,588             13,187               (72.8)%         $
            16,249               27,144              (40.1)%



                Service rendered                                                                                  $
            9,507             10,695               (11.1)%         $
            56,043               51,588                 8.6%



            Cost of revenues                                                                                     $
            55,928             75,652               (26.1)%        $
            240,977              255,219               (5.6)%



            Gross profit                                                                                         $
            24,840             49,515               (49.8)%        $
            133,129              158,131              (15.8)%



            Total operating expenses                                                                             $
            13,317             19,319               (31.1)%         $
            65,121               55,895                16.5%



                Selling                                                                                           $
            6,168              6,474                (4.7)%         $
            23,838               22,043                 8.1%



                General and administrative                                                                        $
            8,946              8,743                  2.3%         $
            30,130               28,939                 4.1%



                Research and development                                                                         $
            10,221              8,655                 18.1%         $
            32,969               27,825                18.5%



                VAT refunds and government subsidies                                                           $
            (12,018)           (4,553)               164.0%       $
            (21,816)            (22,912)              (4.8)%



            Income from operations                                                                               $
            11,523             30,196               (61.8)%         $
            68,008              102,236              (33.5)%



            Other income, net                                                                                     $
            1,031              1,190               (13.4)%          $
            4,357                7,685              (43.3)%



            Foreign exchange gain (loss)                                                                             $
            98              (333)             (129.4)%            $
            647              (1,163)            (155.6)%



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



            Share of net income (loss) of equity                                                                    $
            570              (885)             (164.4)%          $
            4,108              (1,172)            (450.5)%
        investees



            Dividend income from equity security                                                    
      $                                                                          $
            1,141                1,116                 2.2%
        investments



            Interest income                                                                                       $
            3,271              2,978                  9.9%          $
            9,399                8,973                 4.7%



            Interest expenses                                                                                      $
            (16)              (54)              (70.4)%          $
            (135)               (371)             (63.6)%



            Income tax expenses                                                                                   $
            2,422              4,946               (51.0)%         $
            15,424               16,713               (7.7)%



            Net income (loss) attributable to non-                                                                  $
            119                 50                138.0%            $
            (7)                 132             (105.3)%
        controlling interests



            Non-GAAP net income attributable to                                                                  $
            13,936             28,096               (50.4)%         $
            77,871              100,459              (22.5)%
        Hollysys Automation Technologies Ltd.



            Non-GAAP basic EPS                                                                                     $
            0.23               0.46               (50.0)%           $
            1.29                 1.66              (22.3)%



            Non-GAAP diluted EPS                                                                                   $
            0.23               0.46               (50.0)%           $
            1.28                 1.65              (22.0)%





            Share-based compensation expenses                                                                        $
            15                 50               (70.0)%             $
            55                  201              (72.6)%



            Amortization of acquired intangible assets                                                               $
            75                 78                (3.8)%            $
            226                  234               (3.4)%



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



            GAAP Net income attributable to Hollysys                                                             $
            13,846             27,968               (50.5)%         $
            77,590              100,004              (22.4)%
        Automation Technologies Ltd.



            GAAP basic EPS                                                                                         $
            0.23               0.46               (50.0)%           $
            1.28                 1.65              (22.4)%



            GAAP diluted EPS                                                                                       $
            0.23               0.46               (50.0)%           $
            1.28                 1.64              (22.0)%





            Basic weighted average common shares                                                                       60,552,099         60,459,370                  0.2%               60,520,329           60,453,704                 0.1%
        outstanding



            Diluted weighted average common shares                                                                     60,552,099         61,276,829                (1.2)%               60,694,045           61,273,073               (0.9)%
        outstanding

Operational Results Analysis for the Third Quarter Ended March 31, 2020

Comparing to the third quarter of the prior fiscal year, the total revenues for the three months ended March 31 2020 decreased from $125.2 million to $80.8 million, representing a decrease of 35.5%. Broken down by the revenue types, integrated contracts revenue decreased by 33.2% to $67.7 million, products sales revenue decreased by 72.8% to $3.6 million, and services revenue decreased by 11.1% to $9.5 million.

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



            
                (In USD thousands)


                                                        Three months ended March 31,                          Nine months ended March 31,



                                                   2020                              2019                         2020                        2019



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




            Industrial Automation               34,228                     42.4%              60,063            47.9%                    168,155   45.0%         167,241  40.4%



            Rail Transportation Automation      28,672                     35.5%              46,759            37.4%                    152,071   40.6%         160,630  38.9%



            Mechanical and Electrical           17,868                     22.1%              18,345            14.7%                     53,880   14.4%          85,479  20.7%
    Solution



            
                Total                  80,768                    100.0%             125,167           100.0%                    374,106  100.0%         413,350 100.0%

Overall gross margin excluding non-cash amortization of acquired intangibles (non-GAAP gross margin) was 30.8% for the three months ended March 31, 2020, as compared to 39.6% for the same period of the prior year. The non-GAAP gross margin for integrated contracts, product sales, and services rendered were 22.3%, 71.3% and 75.3% for the three months ended March 31, 2020, as compared to 30.2%, 85.6% and 71.9% 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 30.7% for the three months ended March 31, 2020, as compared to 39.5% for the same period of the prior year. The GAAP gross margin for integrated contracts, product sales, and service rendered was 22.2%, 71.3% and 75.3% for the three months ended March 31, 2020, as compared to 30.1%, 85.6% and 71.9% for the same period of the prior year, respectively.

Selling expenses were $6.2 million for the three months ended March 31, 2020, representing a decrease of $0.3 million or 4.7% compared to $6.5 million for the same quarter of the prior year. Presented as a percentage of total revenues, selling expenses were 7.6% and 5.2% for the three months ended March 31, 2020, and 2019, respectively.

General and administrative expenses, excluding non-cash share-based compensation expenses (non-GAAP G&A expenses), were $8.9 million for the quarter ended March 31, 2020, representing an increase of $0.2 million or 2.3% compared to $8.7 million for the same quarter of the prior year. Presented as a percentage of total revenues, non-GAAP G&A expenses were 11.1% and 7.0% for quarters ended March 31, 2020 and 2019, respectively. The GAAP G&A expenses which include the non-cash share-based compensation expenses were $9.0 million and $8.8 million for the three months ended March 31, 2020 and 2019, respectively.

Research and development expenses were $10.2 million for the three months ended March 31, 2020, representing an increase of $1.5 million or 18.1% compared to $8.7 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 12.7% and 6.9% for the quarter ended March 31, 2020 and 2019, respectively.

The VAT refunds and government subsidies were $12.0 million for three months ended March 31, 2020, as compared to $4.6 million for the same period in the prior year, representing a $7.4 million or 164.0% increase, which was primarily due to increase of the VAT refunds.

The income tax expenses and the effective tax rate were $2.4 million and 14.8% for the three months ended March 31, 2020, respectively, as compared to $4.9 million and 15.0% for comparable prior year period, respectively,.

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 $13.9 million or $0.23 per diluted share based on 60.6 million diluted weighted average ordinary shares outstanding for the three months ended March 31, 2020. This represents a 50.4% decrease from $28.1 million or $0.46 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 $13.8 million or $0.23 per diluted share representing a decrease of 50.5% from $28.0 million or $0.46 per diluted share reported in the comparable prior year period.

Contracts and Backlog Highlights

Hollysys achieved $88.1 million of new contracts for the three months ended March 31, 2020. The backlog as of March 31, 2020 was $574.1 million. The detailed breakdown of new contracts and backlog by segments is shown below:


                               New contracts achieved                     Backlog



                                for the three months               as of March 31, 2020

                                ended March 31, 2020


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



     Industrial
      Automation                                      63,228                       71.7%         211,437                36.8%


     Rail Transportation                               4,980                        5.7%         277,962                48.4%


     Mechanical and
      Electrical
      Solutions                                       19,867                       22.6%          84,719                14.8%



                  Total                               88,075                      100.0%         574,118               100.0%

Cash Flow Highlights

For the three months ended March 31, 2020, the total net cash outflow was $60.1 million. The net cash provided by operating activities was $8.0 million. The net cash used in investing activities was $61.8 million and mainly consisted of 2.2 million purchases of property, plant and equipment, and $137.0 million of time deposits placed with banks, which were partially offset by $77.1 million of matured time deposits. The net cash used in financing activities was $1.1 million and mainly consisted of $1.2 million repayments of short-term bank loans.

Balance Sheet Highlights

The total amount of cash and cash equivalents were $366.4 million, $403.9 million, and $276.5 million as of March 31, 2020, December 31, 2019 and March 31, 2019, respectively.

For the three months ended March 31, 2020, DSO was 266 days, as compared to 193 days for the comparable prior year period and 137 days for the last quarter; and inventory turnover was 71 days, as compared to 50 days for the comparable prior year period and 39 days for the last quarter.

Conference Call

The Company will host a conference call at 9:00 pm May 14, 2020 U.S. Eastern Time / 9:00 am May 15, 2020 Beijing Time, to discuss the financial results for fiscal year 2020 third quarter ended March 31, 2020 and business outlook.

Joining the Conference Call:

Please note that our teleconference provider have fully moved to a new system, Direct Event, which delivers the same teleconference call service but by pre-registration only for the participants. Here is the instruction on joining the conference call:

1. Please register in advance of the conference using the link provided below. Upon registering, you will be provided with participant dial-in numbers, Direct Event passcode and unique registrant ID.

2. In the 10 minutes prior to the call start time, you will need to use the conference access information provided in the email received at the point of registering.

Note: Due to regional restrictions some participants may receive operator assistance when joining this conference call and will not be automatically connected.

Helpful keypad commands:
*0 - Operator assistance
*6 - Self mute/unmute

Direct Event online registration: http://apac.directeventreg.com/registration/event/7939828. Please use Conference ID 7939828 for entry if the link fails to lead directly to the registration page.

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                                                               Nine months ended
                                                                                                                    Mar 31,                                                                         Mar 31,



                                                                                                            2020                                                                             2019                                             2020                              2019



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



                            Net revenues


               Integrated solutions
                contracts revenue                                                                  $
           67,673                                                                  $
          101,285                                  $
          301,814                  $
           334,618



              Products sales                                                                              3,588                                                                           13,187                                           16,249                            27,144



              Revenue from services                                                                       9,507                                                                           10,695                                           56,043                            51,588


                            Total net revenues                                                            80,768                                                                          125,167                                          374,106                           413,350




               Costs of integrated solutions
                contracts                                                                                 52,628                                                                           70,818                                          216,613                           232,411



              Cost of products sold                                                                       1,031                                                                            1,903                                            4,461                             5,566


               Costs of services rendered                                                                  2,344                                                                            3,009                                           20,129                            17,476


                            Gross profit                                                                  24,765                                                                           49,437                                          132,903                           157,897




                            Operating expenses



              Selling                                                                                     6,168                                                                            6,474                                           23,838                            22,043


               General and administrative                                                                  8,961                                                                            8,793                                           30,185                            29,140



              Research and development                                                                   10,221                                                                            8,655                                           32,969                            27,825


               VAT refunds and government
                subsidies                                                                               (12,018)                                                                         (4,553)                                        (21,816)                         (22,912)


                            Total operating expenses                                                      13,332                                                                           19,369                                           65,176                            56,096


                            Income from operations                                                        11,433                                                                           30,068                                           67,727                           101,801





              Other income, net                                                                           1,031                                                                            1,190                                            4,357                             7,665


               Foreign exchange gain (loss)                                                                   98                                                                            (333)                                             647                           (1,163)


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


               Share of net income (losses) of
                equity investees                                                                             570                                                                            (885)                                           4,108                           (1,172)


               Dividend income from equity
                security investments                                                                                                                                                                           1,141                                        1,116



              Interest income                                                                             3,271                                                                            2,978                                            9,399                             8,973



              Interest expenses                                                                            (16)                                                                            (54)                                           (135)                            (371)


                            Income before income taxes                                                    16,387                                                                           32,964                                           93,007                           116,849





              Income taxes expenses                                                                       2,422                                                                            4,946                                           15,424                            16,713



              
                Net income                                                                    13,965                                                                           28,018                                           77,583                           100,136




               Net income (losses) attributable to
                non-controlling interests                                                                    119                                                                               50                                              (7)                              132


                            Net income attributable
                             to Hollysys Automation                                           $
      
             13,846                                                      $
              
            27,968                      $
              
            77,590              $
     
             100,004
    Technologies Ltd.




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



              Translation adjustments                                                                  (18,493)                                                                          14,871                                         (31,746)                         (11,604)


                            Comprehensive income                                                         (4,528)                                                                          42,889                                           45,837                            88,532




               Less: comprehensive income (loss)
                attributable to non-controlling
                interests                                                                                     79                                                                               50                                            1,030                             (129)


                            Comprehensive (loss)
                             income attributable to
                             Hollysys                                                        $
      
             (4,607)                                                     $
              
            42,839                      $
              
            44,807               $
     
             88,661
    Automation Technologies Ltd.





                            Net income per share:



              Basic                                                                                        0.23                                                                             0.46                                             1.28                              1.65



              Diluted                                                                                      0.23                                                                             0.46                                             1.28                              1.64


                            Shares used in net income per share
                             computation:



              Basic                                                                                  60,552,099                                                                       60,459,370                                       60,520,329                        60,453,704



              Diluted                                                                                60,552,099                                                                       61,276,829                                       60,694,045                        61,273,073


                                                   
           
                HOLLYSYS AUTOMATION TECHNOLOGIES LTD.


                                                        
           
                CONSOLIDATED BALANCE SHEETS


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




                                                                                                            March 31,                 December
                                                                                                                                            31,



                                                                                                                  2020                      2019



                                                                                                           (Unaudited)              (Unaudited)




     
       ASSETS


                               Current assets


        
             Cash and cash equivalents                                                        $
              344,000           $
          403,860


                  Time deposits with original
                   maturities over three months                                                                203,542                   146,745


        
             Restricted cash                                                                               15,020                    19,985


                  Accounts receivable, net of allowance
                   for doubtful accounts of $45,704 and
                   $45,348                                                                                      215,247                   239,492
            as of March 31, 2020 and December 31,
             2019, respectively


                  Costs and estimated earnings in
                   excess of billings, net of allowance
                   for doubtful                                                                                214,057                   227,490
           accounts of $6,189 and $6,672 as of
            March 31, 2020 and December 31,
            2019,

        
                 respectively


                  Accounts receivable retention                                                                  4,142                     4,911


                  Other receivables, net of allowance
                   for doubtful accounts of $4,346 and
                   $4,390 as                                                                                    27,795                    23,173
            of March 31, 2020 and December 31,
             2019, respectively


        
             Advances to suppliers                                                                         16,228                    17,522


                  Amounts due from related parties                                                              24,808                    26,515


        
             Inventories                                                                                   49,609                    35,596


        
             Prepaid expenses                                                                                 821                       510


        
             Income tax recoverable                                                                         1,541                       288



                               Total current
                                assets                                                                       1,116,810                 1,146,087




                               Non-current
                                assets


        
             Restricted cash                                                                                7,368                     2,657


                  Costs and estimated earnings in
                   excess of billings                                                                            2,542                     2,700


                  Accounts receivable retention                                                                  6,490                     7,300


        
             Prepaid expenses                                                                                   7                        10


                  Property, plant and equipment, net                                                            75,778                    78,059


        
             Prepaid land leases                                                                           15,719                    16,224


        
             Intangible assets, net                                                                         1,116                     1,208


                  Investments in equity investees                                                               40,052                    40,077


        
             Investments securities                                                                         4,623                     4,693


        
             Goodwill                                                                                      35,834                    37,845


        
             Deferred tax assets                                                                            8,947                     8,328


                  Operating lease right-of-use assets                                                            5,084                     5,259



                               Total non-current
                                assets                                                                         203,560                   204,360


                               Total assets                                                                  1,320,370                 1,350,447




          LIABILITIES AND STOCKHOLDERS' EQUITY


                               Current
                                liabilities


        
             Short-term bank loans                                                                            279                     1,436


                  Current portion of long-term loans                                                               316                       319


        
             Accounts payable                                                                             114,363                   115,166


        
             Construction costs payable                                                                     1,461                     1,289


        
             Deferred revenue                                                                             133,176                   142,025


                  Accrued payroll and related expenses                                                          11,972                    21,473


        
             Income tax payable                                                                             2,349                     4,795


        
             Warranty liabilities                                                                           6,205                     6,597


        
             Other tax payables                                                                             2,320                     4,481


        
             Accrued liabilities                                                                           31,315                    29,337


                  Amounts due to related parties                                                                 3,534                     4,218


                  Operating lease liabilities                                                                    1,679                     1,673



                               Total current
                                liabilities                                                                    308,969                   332,809




                               Non-current
                                liabilities


        
             Accrued liabilities                                                                            5,534                     7,620


        
             Long-term loans                                                                                  829                       896


        
             Accounts payable                                                                               3,690                     3,824


        
             Deferred tax liabilities                                                                      14,252                    13,146


        
             Warranty liabilities                                                                           3,681                     4,117


                  Operating lease liabilities                                                                    3,075                     3,180



                               Total non-current
                                liabilities                                                                     31,061                    32,783


                               Total liabilities                                                               340,030                   365,592




                               Commitments and
                                contingencies                                                                                                 -




                               Stockholders'
                                equity:


                  Ordinary shares, par value $0.001 per
                   share, 100,000,000 shares
                   authorized;                                                                                      61                        61
           60,537,099 shares issued and
            outstanding as of March 31, 2020 and
            December

                                
                  31, 2019


        
             Additional paid-in capital                                                                   223,690                   223,673


        
             Statutory reserves                                                                            49,424                    49,427


        
             Retained earnings                                                                            772,666                   758,819


                  Accumulated other comprehensive loss                                                        (68,305)                 (49,852)



                              Total Hollysys
                                Automation
                                Technologies Ltd.
                                stockholder's
                                equity                                                                         977,536                   982,128


        
             Non-controlling interests                                                                      2,804                     2,727



                               Total equity                                                                    980,340                   984,855


                               Total liabilities
                                and equity                                          $
              
                1,320,370      $
     
           1,350,447


                                                                          
              
             HOLLYSYS AUTOMATION TECHNOLOGIES LTD

                                                                         
              
             CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                                  
             
              (In USD thousands).




                                                                                                                                  Three months ended                    Nine months ended





                         March 31, 2020                                     March 31, 2020

           ---

                                                                                                                                      (Unaudited)                          (Unaudited)



     Cash flows from operating activities:


                                            
     Net income                                                                                                   $
        13,965                   $
         77,583


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


                                              Depreciation of property, plant and
                                               equipment                                                                                                          2,499                           7,101


                                              Amortization of prepaid land leases                                                                                    97                             294


                                              Amortization of intangible assets                                                                                      75                             226


                                              Allowance for doubtful accounts                                                                                       716                           1,311


                                              Gains on disposal of property,
                                               plant and equipment                                                                                                 (11)                            (2)


                                              Share of net income of equity
                                               investees                                                                                                          (570)                        (4,108)


                                              Share-based compensation expenses                                                                                      15                              55


                                              Deferred income tax expenses                                                                                          477                           6,712


                                              Accretion of convertible bond                                                                                                                         57


                                              Gains on disposal of an investment
                                               of an equity investee                                                                                                                           (5,763)


     Changes in operating assets and
      liabilities:


                                              Accounts receivable and retention                                                                                  17,872                          57,723


                                              Costs and estimated earnings in
                                               excess of billings                                                                                                 9,614                        (25,469)


                                            
     Inventories                                                                                                      (14,712)                        (8,063)


                                            
     Advances to suppliers                                                                                               1,019                         (3,793)


                                            
     Other receivables                                                                                                 (5,407)                        (1,720)


                                              Deposits and other assets                                                                                           (332)                          (204)


                                            
     Due from related parties                                                                                            1,293                          10,440


                                            
     Accounts payable                                                                                                    2,587                          13,381


                                            
     Deferred revenue                                                                                                  (6,540)                        (3,675)


                                              Accruals and other payables                                                                                       (8,173)                        (6,306)


                                            
     Due to related parties                                                                                              (683)                        (1,861)


                                            
     Income tax payable                                                                                                (3,666)                          1,875


                                            
     Other tax payables                                                                                                (2,118)                          1,670


                                                           Net cash provided by operating
                                                            activities                                                                                            8,017                         117,464




     Cash flows from investing activities:


                                              Time deposits placed with banks                                                                                 (136,982)                      (240,643)


                                              Purchases of property, plant and
                                               equipment                                                                                                        (2,174)                        (5,036)


                                              Proceeds from disposal of property,
                                               plant and equipment                                                                                                  264                             556


                                              Maturity of time deposits                                                                                          77,108                         177,044


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




                                              Proceeds from disposal of
                                               investments in equity investee                                                                                                                    4,458




                                                           Net cash used in investing
                                                            activities                                                                                         (61,784)                       (63,771)




     Cash flows from financing activities:


                                              Proceeds from short-term bank
                                               loans                                                                                                                102                           2,377


                                              Repayments of short-term bank
                                               loans                                                                                                            (1,213)                        (3,965)


                                              Proceeds from long-term bank loans                                                                                    117                             293


                                              Repayments of long-term bank loans                                                                                  (119)                          (379)




                                            
     Payment of dividends                                                                                                                            (12,713)




                                              Repayments of bonds payable                                                                                                                     (20,753)




                                                           Net cash used in financing
                                                            activities                                                                                          (1,113)                       (35,140)




                                              Effect of foreign exchange rate
                                               changes                                                                                                          (5,234)                       (10,552)





                                                           Net increase in cash, cash
                                                            equivalents and restricted cash                                                          $
     
          (60,114)                          8,001




                                              Cash, cash equivalents and
                                               restricted cash, beginning of
                                               period                                                                                                     $
        426,502                         358,387


                                              Cash, cash equivalents and
                                               restricted cash, end of period                                                                                   366,388                         366,388

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                    Nine months ended



                                                                                                                                    March 31,                            March 31,



                                                                                                                                             2020                                  2019                                2020                                2019



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






              
                Cost of integrated solutions contracts                                                                                $
      
           52,628                    $
      
           70,818                  $
      
          216,613                  $
      
          232,411



              Less: Amortization of acquired intangible assets                                                                                                  75                                    78                                 226                                 234




              
                Non-GAAP cost of integrated solutions contracts                                                                       $
      
           52,553                    $
      
           70,740                  $
      
          216,387                  $
      
          232,177






              
                General and administrative expenses                                                                                    $
      
           8,961                     $
      
           8,793                   $
      
          30,185                   $
      
          29,140



              Less: Share-based compensation expenses                                                                                                           15                                    50                                  55                                 201




              
                Non-GAAP general and administrative expenses                                                                           $
      
           8,946                     $
      
           8,743                   $
      
          30,130                   $
      
          28,939





              
                Other 
                income
                , net                                                                            $
      
           1,031                                 1,190                               4,357                               7,665



              Add: Fair value adjustments of a bifurcated derivative                                                                                                                                                                                                       20




              
                Non-GAAP other
                 income
                , net                                                                   $
      
           1,031                                 1,190                               4,357                               7,685






              
                Net income attributable to Hollysys Automation                                                                        $
      
           13,846                    $
      
           27,968                   $
      
          77,590                  $
      
          100,004
    Technologies Ltd.




              Add:



                  Share-based compensation expenses                                                                                                             15                                    50                                  55                                 201



                  Amortization of acquired intangible assets                                                                                                    75                                    78                                 226                                 234



                  Fair value adjustments of a bifurcated derivative                                                                                                                                                                                                        20



              
                Non-GAAP net income attributable to Hollysys                                                                          $
      
           13,936                    $
      
           28,096                   $
      
          77,871                  $
      
          100,459
    Automation Technologies Ltd.






                  Weighted average number of basic ordinary shares                                                                                      60,552,099                            60,459,370                          60,520,329                          60,453,704



                  Weighted average number of diluted ordinary shares                                                                                    60,552,099                            61,276,829                          60,694,045                          61,273,073



              
                Non-GAAP basic earnings per share                                                                    $
              0.23                      $
              0.46                    $
              1.29                    $
              1.66



              
                Non-GAAP diluted earnings per share                                                                  $
              0.23                      $
              0.46                    $
              1.28                    $
              1.65

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SOURCE Hollysys Automation Technologies, Ltd