UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 20-F
 o
    
    REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
 OR
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
 For the fiscal year ended December 31, 2009
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
 OR
 o
    
    SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR  15(d) OF
THE SECURITIES EXCHANGE ACT OF
1934
 Commission file number 1-14542
 ASIA PACIFIC WIRE & CABLE
CORPORATION LIMITED
  Bermuda   7/Fl. B, No. 132, Sec. 3
Min-Sheng East Road
Taipei, 105, Taiwan
Republic of China
  13,830,769 Common Shares
 o þ
 o þ
 þ o
 o o
  Large accelerated Filer o
    
    Accelerated filer o
    
    Non-accelerated filer þ
 þ o o
 o o
 o þ




---



##### 



FORWARD-LOOKING STATEMENTS
    
    
    our business strategy;
    
    our prospects for future revenues and profits in the markets in which we operate;
    
    the possibility that our Common Shares will again be listed on a national exchange;
    
    our dependence on a limited number of suppliers for our raw materials and our
vulnerability to fluctuations in the cost of our raw materials; and
    
    our liquidity.
  1




---



##### 



OTHER CONVENTIONS
    2




---



##### 



Part I
 Item 1: Identity of Directors, Senior Management and Advisers
  Item 2: Offer Statistics and Expected Timetable
  Item 3: Key Information
 3.1 Selected Consolidated Financial Data
   For the Year Ended December 31,2005
    
    
    2006
    
    
    2007
    
    
    2008
    
    
    2009(in thousands, except per share amounts)Income Statement Data:Net sales
    
    $
    337,262
    
    
    $
    468,117
    
    
    $
    510,841
    
    
    $
    500,798
    
    
    $
    362,231Cost of sales
    
    
    (300,656
    )
    
    
    (410,823
    )
    
    
    (465,165
    )
    
    
    (488,048
    )
    
    
    (315,840
    )Gross profit
    
    
    36,606
    
    
    
    57,294
    
    
    
    45,676
    
    
    
    12,750
    
    
    
    46,391Operating expenses
    
    
    (26,553
    )
    
    
    (27,612
    )
    
    
    (29,451
    )
    
    
    (29,044
    )
    
    
    (27,855
    )Impairment loss
    
    
    (3,223
    )
    
    
    (86
    )
    
    
    (95
    )
    
    
    
    
    
    
    (77
    )Operating profit/(loss)
    
    
    6,830
    
    
    
    29,596
    
    
    
    16,130
    
    
    
    (16,294
    )
    
    
    18,459Exchange gain/(loss)
    
    
    (3,137
    )
    
    
    5,464
    
    
    
    864
    
    
    
    (1,712
    )
    
    
    528Net interest (expense)
    
    
    (2,747
    )
    
    
    (5,181
    )
    
    
    (6,063
    )
    
    
    (4,779
    )
    
    
    (2,139
    )Share of net income/(loss) of equity
investees
    
    
    170
    
    
    
    73
    
    
    
    124
    
    
    
    (142
    )
    
    
    (40
    )Gain on liquidation of subsidiary
    
    
    
    
    
    
    1,801
    
    
    
    
    
    
    
    
    
    
    
    568(Loss)/gain on sale of investment
    
    
    (259
    )
    
    
    (729
    )
    
    
    35
    
    
    
    
    
    
    
    Others
    
    
    829
    
    
    
    1,536
    
    
    
    2,070
    
    
    
    2,859
    
    
    
    2,196Income/(loss) before income taxes and
minority interests
    
    
    1,686
    
    
    
    32,560
    
    
    
    13,160
    
    
    
    (20,068
    )
    
    
    19,572Income taxes
    
    
    (3,860
    )
    
    
    (10,257
    )
    
    
    (6,298
    )
    
    
    (2,132
    )
    
    
    (5,344
    )Non-controlling interests
    
    
    (2,783
    )
    
    
    (9,330
    )
    
    
    (2,029
    )
    
    
    8,551
    
    
    
    (4,139
    )Net income/(loss) attributable to APWC
    
    $
    (4,957
    )
    
    $
    12,973
    
    
    $
    4,833
    
    
    $
    (13,649
    )
    
    $
    10,089Earnings/(loss) per share(1)
    
    $
    (0.36
    )
    
    $
    0.94
    
    
    $
    0.35
    
    
    $
    (0.99
    )
    
    $
    0.73
 
 (1)
    
    The calculation of the earnings/(loss) per share is based on 13,830,769 Common
Shares issued and outstanding for the years ended December 31, 2005, 2006, 2007, 2008 and
2009. 3




---



##### 



As of December 31,2005
    
    2006
    
    2007
    
    2008
    
    2009(in thousands)Balance Sheet Data:Cash and cash equivalents
    
    $
    20,748
    
    
    $
    24,664
    
    
    $
    29,127
    
    
    $
    37,510
    
    
    $
    41,534Working capital
    
    
    80,350
    
    
    
    108,084
    
    
    
    132,409
    
    
    
    100,428
    
    
    
    127,139Total assets
    
    
    262,938
    
    
    
    364,565
    
    
    
    396,116
    
    
    
    309,798
    
    
    
    296,052Total debt
    
    
    58,438
    
    
    
    100,195
    
    
    
    104,146
    
    
    
    59,694
    
    
    
    38,917Total shareholders equity
    
    
    97,622
    
    
    
    118,765
    
    
    
    136,783
    
    
    
    114,129
    
    
    
    127,392
 3.2 Exchange Rates
   Thailand
  Year Ended December 31,
    
    At Period End
    
    Average(1)
    
    High
    
    Low(Bt per $1.00)2005
    
    
    40.99
    
    
    
    40.34
    
    
    
    42.08
    
    
    
    38.212006
    
    
    36.10
    
    
    
    37.68
    
    
    
    40.76
    
    
    
    35.192007
    
    
    29.50
    
    
    
    32.02
    
    
    
    35.96
    
    
    
    29.282008
    
    
    34.72
    
    
    
    33.13
    
    
    
    35.72
    
    
    
    29.362009
    
    
    33.33
    
    
    
    34.30
    
    
    
    36.25
    
    
    
    33.10
 
 (1)
    
    Average means the average of the Noon Buying Rates on the last day of each month
during a year. 4




---



##### 



Month
    
    High
    
    LowNovember 2009
    
    
    33.46
    
    
    
    33.11December 2009
    
    
    33.37
    
    
    
    33.10January 2010
    
    
    33.18
    
    
    
    32.85February 2010
    
    
    33.18
    
    
    
    33.00March 2010
    
    
    32.84
    
    
    
    32.28April 2010
    
    
    32.38
    
    
    
    32.16
 
  Singapore
  AtPeriodYear Ended December 31,
    
    End
    
    Average(1)
    
    High
    
    Low(S$ per $1.00)2005
    
    
    1.663
    
    
    
    1.665
    
    
    
    1.706
    
    
    
    1.6182006
    
    
    1.534
    
    
    
    1.580
    
    
    
    1.652
    
    
    
    1.5342007
    
    
    1.436
    
    
    
    1.501
    
    
    
    1.543
    
    
    
    1.4362008
    
    
    1.438
    
    
    
    1.410
    
    
    
    1.529
    
    
    
    1.3472009
    
    
    1.404
    
    
    
    1.452
    
    
    
    1.557
    
    
    
    1.380
 
 (1)
    
    Average means the average of the Noon Buying Rates on the last day of each month
during a year.  Month
    
    High
    
    LowNovember 2009
    
    
    1.402
    
    
    
    1.380December 2009
    
    
    1.408
    
    
    
    1.380January 2010
    
    
    1.406
    
    
    
    1.388February 2010
    
    
    1.423
    
    
    
    1.405March 2010
    
    
    1.406
    
    
    
    1.393April 2010
    
    
    1.399
    
    
    
    1.368
 5




---



##### 



China
  Year Ended December 31,
    
    At Period End
    
    Average(1)
    
    High
    
    Low(Rmb per $1.00)2005
    
    
    8.070
    
    
    
    8.183
    
    
    
    8.277
    
    
    
    8.0702006
    
    
    7.804
    
    
    
    7.958
    
    
    
    8.070
    
    
    
    7.8042007
    
    
    7.295
    
    
    
    7.581
    
    
    
    7.813
    
    
    
    7.2952008
    
    
    6.823
    
    
    
    6.919
    
    
    
    7.295
    
    
    
    6.7802009
    
    
    6.826
    
    
    
    6.830
    
    
    
    6.847
    
    
    
    6.818
 
 (1)
    
    Average means the average of the Noon Buying Rates on the last day of each month
during a year.  Month
    
    High
    
    LowNovember 2009
    
    
    6.830
    
    
    
    6.826December 2009
    
    
    6.830
    
    
    
    6.824January 2010
    
    
    6.830
    
    
    
    6.826February 2010
    
    
    6.833
    
    
    
    6.826March 2010
    
    
    6.827
    
    
    
    6.825April 2010
    
    
    6.828
    
    
    
    6.823
 
  Australia
  Year Ended December 31,
    
    At Period End
    
    Average(1)
    
    High
    
    Low(A$ per $1.00)2005
    
    
    1.362
    
    
    
    1.312
    
    
    
    1.377
    
    
    
    1.2542006
    
    
    1.268
    
    
    
    1.319
    
    
    
    1.417
    
    
    
    1.2642007
    
    
    1.139
    
    
    
    1.184
    
    
    
    1.295
    
    
    
    1.067
 6




---



##### 



Year Ended December 31,
    
    At Period End
    
    Average(1)
    
    High
    
    Low(A$ per $1.00)2008
    
    
    1.141
    
    
    
    1.177
    
    
    
    1.647
    
    
    
    1.0212009
    
    
    1.114
    
    
    
    1.252
    
    
    
    1.587
    
    
    
    1.067
 
 (1)
    
    Average means the average of the Noon Buying Rates on the last day of each month
during a year.  Month
    
    High
    
    LowNovember 2009
    
    
    1.113
    
    
    
    1.067December 2009
    
    
    1.139
    
    
    
    1.079January 2010
    
    
    1.127
    
    
    
    1.075February 2010
    
    
    1.160
    
    
    
    1.112March 2010
    
    
    1.111
    
    
    
    1.084April 2010
    
    
    1.091
    
    
    
    1.069
 
  3.3 Risk Factors
 3.3.1 Risks Related to the Global Economic and Financial Crisis
    7




---



##### 



Actual and Possible Impacts on the Company
    8




---



##### 



3.3.2 Risks Related to the Common Shares and Corporate Governance
 Consolidation of Charoong Thai Group Accounts
  9




---



##### 



Potential Illiquidity of Common Shares
  Control of the Company Rests with Majority Shareholder; Controlled Company Exemption; Risks
Related to PEWC
    10




---



##### 



Limited Trading Volume on the OTC BB
  Disclosure Controls and Procedures and Internal Control Over Financial Reporting
  Delinquency in Reporting Obligations; Reporting of Financial Results
  11




---



##### 



Potential Conflict of Certain Officers and Directors
   Obligations under the Amended and Restated Shareholders Agreement
   12




---



##### 



Risks Relating to the Settlement Agreement
  13




---



##### 



Holding Company Structure; Potential Restrictions on the Payment of Dividends
  Requirement to Maintain Effectiveness of the Registration Statement and to List on a National
Securities Exchange; Effect of the Put of the SOF Shares to PEWC
  14




---



##### 



Corporate Matters; Limited Recourse; Limited Enforceability
  3.3.3 Risks Relating to Our Business
 Risks Relating to Copper
  Risks related to our Customer Base and our Geographic Markets
 15




---



##### 



Risks Relating to China
  Economic Reform Measures in the PRC May Adversely Affect the Companys Operations or
Financial Condition
  PRC Civil Law System May Limit the Companys Remedies
  PRC Control over the Convertibility of Currency May Restrict the Payment of Dividends
  16




---



##### 



PRC Regulation of Telecommunications Industry May Adversely Affect the Companys
Operations or Financial Condition
  Political or Social Instability in the PRC May Adversely Affect the Companys Operations
or Financial Condition
  Inflation in the PRC May Adversely Affect the Companys Operations or Financial Condition
  PRC Power Shortages and Lack of Insurance May Adversely Affect the Companys Operations or
Financial Condition
  17




---



##### 



PRC Tax Treatments May Adversely Affect the Companys Operations or Financial Condition
   Recent Labor Law Legislation in the PRC May Adversely Affect the Companys Operations or
Financial Condition
  18




---



##### 



Exposure to Foreign Exchange Risks
    19




---



##### 



Competition
  Risks associated with Required Productivity Increases
  Indebtedness
  Composite Services Agreement with PEWC
  Risks Relating to Thailand
  20




---



##### 



Environmental Liabilities
  Alternative Transmission Technologies
  International Business Risks
  21




---



##### 



Item 4: Information on the Company
 4.1 History and Development of the Company
 General
   Principal Capital Expenditures and Divestitures
  4.2 Certain Recent Events
     22




---



##### 



4.3 Business Overview
   23




---



##### 



Thailand
    24




---



##### 



China
      25




---



##### 



Singapore
    26




---



##### 



Australia
  Malaysia
  4.3.1 Products and Services
  Distribution
 Sales of Distributed Products
  Services
 SDI Project Engineering Services
  27




---



##### 



4.3.2 Manufacturing
  Telecommunications Cable
   Power Cable
  28




---



##### 



Enameled Wire
  Electronic Cables
  4.3.3 Raw Materials
   29




---



##### 



4.3.4 Quality Control
  30




---



##### 



4.3.5 Sales and Marketing
  Year ended December 31,(dollar figures ($) are in thousands of US$)2007
    
    2008
    
    2009$
    
    %
    
    $
    
    %
    
    $
    
    %Manufactured Products:Thailand
    
    
    249,337
    
    
    
    48.9
    
    
    
    149,544
    
    
    
    43.1
    
    
    
    117,954
    
    
    
    32.6Singapore
    
    
    31,762
    
    
    
    6.2
    
    
    
    35,318
    
    
    
    7.1
    
    
    
    34,583
    
    
    
    9.5Australia
    
    
    55,789
    
    
    
    10.9
    
    
    
    61,167
    
    
    
    12.2
    
    
    
    33,935
    
    
    
    9.4China
    
    
    157,917
    
    
    
    30.9
    
    
    
    134,999
    
    
    
    27.0
    
    
    
    113,649
    
    
    
    31.4Total
    
    
    494,805
    
    
    
    96.8
    
    
    
    447,848
    
    
    
    89.4
    
    
    
    300,121
    
    
    
    82.9Distributed Products(1)
    
    
    10,783
    
    
    
    2.1
    
    
    
    32,415
    
    
    
    6.5
    
    
    
    28,102
    
    
    
    7.7SDI Project Engineering(2)
    
    
    5,253
    
    
    
    1.0
    
    
    
    20,535
    
    
    
    4.1
    
    
    
    34,008
    
    
    
    9.4Total net sales
    
    
    510,841
    
    
    
    100.0
    
    
    
    500,798
    
    
    
    100.0
    
    
    
    362,231
    
    
    
    100.0
 
 (1)
    
    Distributed Products are sold primarily in Singapore.(2)
    
    At present, all SDI Project Engineering is supplied in Singapore.   31




---



##### 



Thailand
  Singapore
   32




---



##### 



Year ended December 31,(figures are in thousands of US$)2007
    
    2008
    
    2009Manufactured Product:Power Cable
    
    
    7,109
    
    
    
    6,435
    
    
    
    11,519Electronic Wire
    
    
    3,493
    
    
    
    194
    
    
    
    692Total
    
    
    10,602
    
    
    
    6,629
    
    
    
    12,211
  China
  Exports
  4.3.6 Competition
  Thailand
  33




---



##### 



Singapore
   Australia
  China
    34




---



##### 



4.3.7 Regional Considerations
  Thailand
   Telecommunications
   Power
  35




---



##### 



Singapore
    China
   4.4 Property, Plants and Equipment
     36




---



##### 



4.5 Insurance
  4.6 Environmental Matters
  37




---



##### 



Item 5: Operating and Financial Review and Prospects
  5.1 Disclosures of Critical Accounting Policies
   Inventory
   Income Taxes
   38




---



##### 



Property, Plant and Equipment
  Land
    
    NilLand Use Rights
    
    15-50 yearsBuildings
    
    5-30 yearsMachinery and Equipment
    
    5-10 yearsMotor Vehicles
    
    3-10 yearsOffice Equipment
    
    3-10 years
     Goodwill
  39




---



##### 



Investments
      Impairment of Long-Lived Assets
  40




---



##### 



Trade Account Receivable and Allowance for Doubtful Accounts
  Revenue Recognition
  Sales of goods and distribution activities
   Installation activities
   Product Warranties
 41




---



##### 



Foreign Currency Translation and Transactions
   Foreign Currency Forward Contracts
     Earnings (Loss) Per Share
  42




---



##### 



Fair Value Measurements
   
    
    Level 1  Valuations based on quoted prices in active markets for identical assets that
the Company has the ability to access. Valuation adjustments and block discounts are not applied to
Level 1 instruments. Since valuations are based on quoted prices that are readily and regularly
available in an active market, valuation of these products does not entail a significant degree of
judgment.
    
    Level 2  Valuations based on one or more quoted prices in markets that are not active or
for which all significant inputs are observable, either directly or indirectly.
    
    Level 3  Valuations based on unobservable inputs which are supported by little or no
market activity and significant to the overall fair value measurement.
   Recent Pronouncements
   43




---



##### 



44




---



##### 



45




---



##### 



46




---



##### 



5.2 Selected Gross Margin Data
   2007
    
    
    2008
    
    
    2009Net Sales:Manufactured products:Telecommunications wire and cable
    
    $
    46,444
    
    
    $
    46,955
    
    
    $
    62,004Power cable
    
    
    188,818
    
    
    
    179,794
    
    
    
    102,972Enameled wire
    
    
    258,470
    
    
    
    221,099
    
    
    
    135,145Electronic cable
    
    
    1,073
    
    
    
    
    
    
    
    Total manufactured products
    
    
    494,805
    
    
    
    447,848
    
    
    
    300,121SDI project engineering
    
    
    5,253
    
    
    
    20,535
    
    
    
    34,008Distributed Products
    
    
    10,783
    
    
    
    32,415
    
    
    
    28,102Total net sales
    
    
    510,841
    
    
    
    500,798
    
    
    
    362,231Gross profit:Manufactured products:Telecommunications wire and cable
    
    
    7,712
    
    
    
    5,120
    
    
    
    9,341Power cable
    
    
    33,916
    
    
    
    29,369
    
    
    
    8,602Enameled wire
    
    
    2,995
    
    
    
    2,778
    
    
    
    2,093Electronic cable
    
    
    48
    
    
    
    
    
    
    
    Total manufactured products
    
    
    44,671
    
    
    
    37,267
    
    
    
    20,036SDI project engineering
    
    
    (347
    )
    
    
    (956
    )
    
    
    889Distributed Products
    
    
    80
    
    
    
    1,584
    
    
    
    1,517Recovery (allowance) for inventory reserve
    
    
    1,272
    
    
    
    (25,145
    )
    
    
    23,949Total gross profit
    
    
    45,676
    
    
    
    12,750
    
    
    
    46,391Gross profit margin:Manufactured products:Telecommunications wire and cable
    
    
    16.6
    %
    
    
    10.9
    %
    
    
    15.1
    %Power cable
    
    
    18.0
    %
    
    
    16.2
    %
    
    
    8.4
    %Enameled wire
    
    
    1.2
    %
    
    
    1.3
    %
    
    
    1.5
    %Electronic cable
    
    
    4.5
    %
    
    
    0.0
    %
    
    
    0.0
    %Total manufactured products
    
    
    9.0
    %
    
    
    8.3
    %
    
    
    6.7
    %SDI Project engineering
    
    
    (6.6
    )%
    
    
    (4.7
    )%
    
    
    2.6
    %Distributed Products
    
    
    0.7
    %
    
    
    4.9
    %
    
    
    5.4
    %Total gross margin
    
    
    8.9
    %
    
    
    2.5
    %
    
    
    12.8
    %
  47




---



##### 



5.3 Operating Results
  5.3.1 Year Ended December 31, 2009 Compared with Year Ended December 31, 2008
 General
     2009
    
    2008Average LME copper price ($/Ton)
    
    
    1Q
    
    
    
    3,428
    
    
    
    7,7962Q
    
    
    
    4,663
    
    
    
    8,4433Q
    
    
    
    5,859
    
    
    
    7,6804Q
    
    
    
    6,648
    
    
    
    3,905Year
    
    
    5,150
    
    
    
    6,956
   48




---



##### 



Net Sales
     Manufactured
    
    All productsproducts only
    
    and servicesThailand
    
    
    39.3
    %
    
    $
    117,954
    
    
    
    32.9
    %
    
    $
    119,225Singapore
    
    
    11.5
    %
    
    $
    34,583
    
    
    
    26.2
    %
    
    $
    94,782Australia
    
    
    11.3
    %
    
    $
    33,935
    
    
    
    9.6
    %
    
    $
    34,574China
    
    
    37.9
    %
    
    $
    113,649
    
    
    
    31.4
    %
    
    $
    113,650Total
    
    
    100.0
    %
    
    $
    300,121
    
    
    
    100.0
    %
    
    $
    362,231
 Gross Profit
   49




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##### 



2008
    
    2009Manufactured Products:Telecommunication cable
    
    
    13.7
    %
    
    
    46.62
    %Power cable
    
    
    78.8
    %
    
    
    42.93
    %Enameled wire
    
    
    7.5
    %
    
    
    10.45
    %Electronic cable
    
    
    
    
    
    
    Total
    
    
    100.0
    %
    
    
    100.0
    %
  2008
    
    2009Manufactured Products:Telecommunication cable
    
    
    40.2
    %
    
    
    20.1
    %Power cable
    
    
    230.3
    %
    
    
    18.6
    %Enameled wire
    
    
    21.8
    %
    
    
    4.5
    %Electronic cable
    
    
    0.0
    %
    
    
    0.0
    %Total
    
    
    292.3
    %
    
    
    43.2
    %SDI Project Engineering Services
    
    
    (7.5
    )%
    
    
    1.9
    %Distributed Products
    
    
    12.4
    %
    
    
    3.3
    %Recovery (allowance) for inventory reserve
    
    
    (197.2
    )%
    
    
    51.6
    %Total
    
    
    100.0
    %
    
    
    100.0
    %
  Operating Profit
    50




---



##### 



Exchange Gain/Loss
  December 31,
    
    December 31,2009
    
    2008Foreign currency to US$1:Thai Baht
    
    
    33.33
    
    
    
    34.72Singapore $
    
    
    1.40
    
    
    
    1.44Australian $
    
    
    1.11
    
    
    
    1.41Chinese RMB
    
    
    6.83
    
    
    
    6.82
  Gain on Sale of Investment
  Other Income
  Income Taxes
    51




---



##### 



5.3.2 Year Ended December 31, 2008 Compared with Year Ended December 31, 2007
 General
     2008
    
    2007Average LME copper price ($/Ton)
    
    
    1Q
    
    
    
    7,796
    
    
    
    5,9332Q
    
    
    
    8,443
    
    
    
    7,6423Q
    
    
    
    7,680
    
    
    
    7,7124Q
    
    
    
    3,905
    
    
    
    7,188Year
    
    
    6,956
    
    
    
    7,119
  52




---



##### 



Net Sales
   Manufactured
    
    
    All productsproducts only
    
    
    and servicesThailand
    
    
    48.3
    %
    
    $
    216,364
    
    
    
    43.2
    %
    
    $
    216,364Singapore
    
    
    7.9
    %
    
    $
    35,318
    
    
    
    17.3
    %
    
    $
    86,625Australia
    
    
    13.7
    %
    
    $
    61,167
    
    
    
    12.5
    %
    
    $
    62,810China
    
    
    30.1
    %
    
    $
    134,999
    
    
    
    27.0
    %
    
    $
    134,999Total
    
    
    100.0
    %
    
    $
    447,848
    
    
    
    100.0
    %
    
    $
    500,798
 Gross Profit
   53




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##### 



2007
    
    2008Manufactured Products:Telecommunication cable
    
    
    17.3
    %
    
    
    13.7
    %Power cable
    
    
    75.9
    %
    
    
    78.8
    %Enameled wire
    
    
    6.7
    %
    
    
    7.5
    %Electronic cable
    
    
    0.1
    %
    
    
    0.0
    %Total
    
    
    100.0
    %
    
    
    100.0
    %
  2007
    
    2008Manufactured Products:Telecommunication cable
    
    
    16.9
    %
    
    
    40.2
    %Power cable
    
    
    74.2
    %
    
    
    230.3
    %Enameled wire
    
    
    6.6
    %
    
    
    21.8
    %Electronic cable
    
    
    0.1
    %
    
    
    0.0
    %Total
    
    
    97.8
    %
    
    
    292.3
    %SDI Project Engineering Services
    
    
    (0.8
    )%
    
    
    (7.5
    )%Distributed Products
    
    
    0.2
    %
    
    
    12.4
    %Recovery (allowance) for inventory reserve
    
    
    2.8
    %
    
    
    (197.2
    )%Total
    
    
    100.0
    %
    
    
    100.0
    %
  Operating Profit
    Exchange Gain/Loss
  54




---



##### 



December 31,
    
    December 31,2008
    
    2007Foreign currency to US$1:Thai Baht
    
    
    34.72
    
    
    
    29.50Singapore $
    
    
    1.44
    
    
    
    1.44Australian $
    
    
    1.43
    
    
    
    1.14Chinese RMB
    
    
    6.82
    
    
    
    7.30
  Gain/Loss from Investees
  Impairment of Investments
  Gain on Sale of Investment
  Other Income
  Income Taxes
  55




---



##### 



5.4 Liquidity and Capital Resources
   56




---



##### 



57




---



##### 



5.5 Research and Development
  5.6 Trend Information
  
    
    The deterioration of economic conditions resulting from the global financial and
credit crisis and economic downturn.The global financial and economic crisis has
affected and is likely to continue to affect adversely each of the markets in which we
sell and distribute our products and provide services. There is a reasonable
likelihood that sales will stagnate or decrease if there is a reduction in
infrastructure development by governmental entities and in capital expenditures by
private companies. Please see the risk factor entitled Current Economic Risks.
    
    Uncertainty arising from the volatility in the cost of copper, our principal raw
material.Recent increases in commodity prices, including those of copper, have
caused the Company to write-back the carrying cost of its inventory in 2009. Although
copper prices have generally increased
 58




---



##### 



in the first few months of 2010, there is no
assurance that we will not see volatility in the near future due to the current
uncertain economic climate.
 
    
    Fluctuations in the demand for our products in the markets in which we do business,
based upon variations in the level of governmental and private commitments to
communications, power and industrial projects and programs that utilize our products.
    
    Political instability or uncertainty resulting in fewer or suspended government
contracts, such as in Thailand.The current political unrest in Thailand presents
increased risks for foreign investors and may result in a reduced government focus on
infrastructure development (which often utilizes the Companys manufactured products).
  5.7 Off-Balance Sheet Arrangements
  5.8 Contractual Obligations
  Payments due by periodLess
    
    
    
    
    
    
    
    
    
    
    
    
    
    MoreContractual obligations
    
    
    
    
    
    
    
    than 1
    
    
    
    
    
    
    
    
    
    
    
    
    
    than 5(In thousands of US$)
    
    
    Total
    
    
    
    year
    
    
    
    1-3 years
    
    
    
    3-5 years
    
    
    
    yearsCapital lease obligations
(principal amount only)
    
    
    $
    338
    
    
    
    $
    154
    
    
    
    $
    181
    
    
    
    $
    3
    
    
    
    
    Finance charges on capital lease
obligations
    
    
    
    35
    
    
    
    
    19
    
    
    
    
    16
    
    
    
    
    
    
    
    
    
    Operating lease obligations
    
    
    
    5,290
    
    
    
    
    654
    
    
    
    
    1,734
    
    
    
    
    370
    
    
    
    
    2,532Purchase obligations for copper
cathodes
    
    
    
    195,173
    
    
    
    
    195,173
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    200,836
    
    
    
    $
    196,000
    
    
    
    $
    1,931
    
    
    
    $
    373
    
    
    
    $
    2,532
  Item 6: Directors, Senior Management and Employees
 6.1 Directors and Senior Management
  59




---



##### 



Name
    
    Date of Birth
    
    PositionAppleby Management
    
    N/A
    
    Resident Representative and Assistant Resident Secretary(Bermuda) Ltd.Anson Chan
    
    November 3, 1963
    
    Independent director, Audit Committee ChairmanAndy C.C. Cheng
    
    April 29, 1958
    
    Director and Non-Executive Chairman of the BoardFang Hsiung Cheng
    
    May 31, 1942
    
    DirectorAlex Erskine
    
    September 7, 1963
    
    Resident Secretary in BermudaDaphne Hsu
    
    August 12, 1962
    
    Financial ControllerGai Poo Lee
    
    February 28, 1957
    
    DirectorMichael C. Lee
    
    September 28, 1951
    
    DirectorYichin Lee
    
    January 4, 1961
    
    Independent director, Audit Committee MemberChing Rong Shue
    
    March 4, 1950
    
    DirectorDavid Sun
    
    December 22, 1953
    
    DirectorJack Sun
    
    August 27, 1949
    
    DirectorYuan Chun Tang
    
    November 26, 1960
    
    Director, Chief Executive OfficerCarson Tien
    
    May 16, 1945
    
    Chief Operating OfficerFrank Tseng
    
    March 17, 1957
    
    Chief Financial Officer; Non-Resident Secretary
      60




---



##### 



61




---



##### 



6.2 Audit Committee
    6.3 Compensation Committee
  62




---



##### 



6.4 Compensation
    6.5 Employees
      63




---



##### 



Item 7: Major Shareholders and Related Party Transactions
 7.1 Major Shareholders
   Number ofIdentity of Person or Group
    
    Shares
    
    Percent of ClassPacific Electric Wire & Cable Co., Ltd.(1)
    
    
    9,075,354
    
    
    
    65.600
    %SOF Investments, L.P.(2)
    
    
    1,355,415
    
    
    
    9.800
    %Directors and Officers of the Company
    
    
    50,000
    
    
    
    0.362
    %
 
 (1)
    
    PEWC owns 1,410,739 shares directly and owns its remaining shares indirectly, as a
result of PEWCs control of its direct wholly-owned subsidiary, Moon View Ventures Limited, a
British Virgin Islands company, which beneficially owns 7,307,948 Common Shares, and as a result of
PEWCs control of its indirect wholly-owned subsidiary, Pacific Holdings Group, a Nevada
corporation, which beneficially owns 356,667 Common Shares.(2)
    
    MSD Capital, L.P. (MSD Capital) is the general partner of SOF and may be deemed to have
or share voting and/or investment power over, and beneficially own, securities owned by SOF. MSD
Capital Management LLC is the general partner of MSD Capital and may be deemed to have or share
voting and/or investment power over, and beneficially own, securities owned by MSD Capital. Each
of Glenn R. Fuhrman, John C. Phelan and Marc R. Lisker is a manager of MSD Capital Management and
may be deemed to have or share voting and/or investment power over, and beneficially own,
securities owned by MSD Capital Management. Each of Messrs. Fuhrman, Phelan and Lisker disclaim
beneficial ownership of such securities, except to the extent of the pecuniary interest of such
person in such securities.  64




---



##### 



7.2 Related Party Transactions
      65




---



##### 



Item 8: Financial Information
 8.1 Legal Proceedings
   66




---



##### 



8.2 Dividend Policy
  8.3 Significant Changes
  Item 9: The Offer and Listing
 9.1 Historical Trading Information
  Price per Share($)High
    
    LowFive most recent full financial years:2005
    
    
    4.75
    
    
    
    1.202006
    
    
    3.20
    
    
    
    0.802007
    
    
    7.19
    
    
    
    2.502008
    
    
    6.45
    
    
    
    0.802009
    
    
    3.39
    
    
    
    0.50Two most recent full financial years:2008First Quarter
    
    
    6.10
    
    
    
    4.55Second Quarter
    
    
    6.45
    
    
    
    5.50Third Quarter
    
    
    5.50
    
    
    
    2.65Fourth Quarter
    
    
    5.10
    
    
    
    0.802009First Quarter
    
    
    1.50
    
    
    
    0.50Second Quarter
    
    
    1.98
    
    
    
    0.90Third Quarter
    
    
    2.90
    
    
    
    1.45Fourth Quarter
    
    
    3.39
    
    
    
    2.152010First Quarter
    
    
    3.00
    
    
    
    2.25Most recent six months:November 2009
    
    
    3.00
    
    
    
    2.65December 2009
    
    
    2.95
    
    
    
    2.15January 2010
    
    
    2.99
    
    
    
    2.25
 67




---



##### 



Price per Share($)High
    
    LowFebruary 2010
    
    
    2.85
    
    
    
    2.50March 2010
    
    
    3.00
    
    
    
    2.55April 2010
    
    
    3.00
    
    
    
    2.55
 9.2 Markets
  Item 10: Additional Information
 10.1 Share Capital
  10.2 Memorandum of Association and Bye-laws
 10.2.1 General
  10.2.2 Description of Shareholder Rights Attaching to Our Common Shares
    68




---



##### 




    
    Holders of the Common Shares have no preemptive, redemption, conversion or sinking
fund rights.
    
    Holders of the Common Shares are entitled to one vote per share on all matters
submitted to a poll vote of holders of Common Shares and do not have any cumulative voting
rights.
    
    In the event of our liquidation, dissolution or winding-up and subject to any
alternative resolution that may be pursued by our shareholders, the holders of Common
Shares are entitled to share ratably in our assets, if any, remaining after the payment of
all our debts and liabilities.
    
    Our outstanding Common Shares are fully paid and nonassessable.
    
    Additional authorized but unissued Common Shares may be issued by the Board without
the approval of the shareholders.
  
    
    we are, or after the payment would be, unable to pay our liabilities as they become
due; or
    
    the realizable value of our assets after such payment or distribution would be less
than the aggregate amount of our liabilities and our issued share capital and share
premium accounts.
  10.2.3 Share Capital
  10.2.4 Voting Rights
   
    
    the chairman of the meeting;
    
    at least three shareholders present in person or represented by proxy;
 69




---



##### 




    
    any shareholder or shareholders present in person or represented by proxy and holding
between them not less than one-tenth of the total voting rights of all shareholders having
voting rights; or
    
    a shareholder or shareholders present in person or represented by proxy holding
Common Shares conferring the right to vote on which an aggregate sum has been paid up
equal to not less than one-tenth of the total sum paid up on all Common Shares.
  10.2.5 Dividend Rights
    10.2.6 Purchases by the Company of its own Common Shares
   10.2.7 Preemptive Rights
   70




---



##### 



10.2.8 Variation of Rights
  
    
    with the consent in writing of the holders of more than fifty percent of the issued
shares of that class; or
    
    pursuant to a resolution of the holders of such shares.
  10.2.9 Transfer of Common Shares
  10.2.10 Transfer Restrictions
  
    
    is duly stamped, if required by law, and lodged with us;
    
    is accompanied by the relevant share certificate and such other evidence of the
transferors right to make the transfer as the Board of Directors shall reasonably
require;
    
    is in respect of one class of shares; and
    
    has obtained, where applicable, permission of the Bermuda Monetary Authority.
   71




---



##### 



10.2.11 Transmission of Shares
  10.2.12 Disclosure of Interests
  10.2.13 Rights in Liquidation
   10.2.14 Meetings of Shareholders
   72




---



##### 



10.2.15 Access to Books and Records and Dissemination of Information
      10.2.16 Election or Removal of Directors
   73




---



##### 




    
    if he resigns his office by notice in writing to be delivered to our registered
office or tendered at a meeting of the Board of Directors;
    
    if he becomes of unsound mind or a patient for any purpose under any statute or
applicable law relating to mental health and the Board of Directors resolves that his
office is vacated;
    
    if he becomes bankrupt or enters into a general settlement with his creditors;
    
    if he is prohibited by law from being a director; or
    
    if he ceases to be a director by virtue of the Companies Act or is removed from
office pursuant to the Bye-laws.
 10.2.17 Amendment of Memorandum of Association and Bye-Laws
   
    
    an aggregate of not less than twenty percent in par value of a companys issued share
capital or any class thereof; or
    
    not less in the aggregate than twenty percent of the
companys debentures entitled to object to amendments to its memorandum of association,have the right to apply
to the Supreme Court of Bermuda for an annulment of any amendment of the memorandum of association.Where such an application is made, the amendment becomes effective only to the extent that it is
confirmed by the Bermuda Supreme Court. An application for an annulment of an amendment of the
memorandum of association must be made within twenty-one days after the date on which the
resolution amending the memorandum of association is passed and may be made on behalf of the
persons entitled to make the application by one or more of their number as they may appoint in
writing for the purpose.
  74




---



##### 



10.2.18 Merger or Consolidation (Amalgamation)
   10.2.19 Class Actions and Derivative Actions
   10.2.20 Personal Liability of Directors and Indemnity
   75




---



##### 



10.2.21 Exchange Controls
      10.3 Material Contracts
 Composite Services Agreement (CSA)
  
    
    PEWC agrees to (a) sell copper rod to the Company, upon the Companys request, (i) at
a price consisting of the spot price of copper on the LME plus an agreed upon premium and
(ii) at prices and on terms at least as favorable as PEWC provides copper rod to other
purchasers of similar amounts of copper rod in the same markets, and (b) give priority in
the supply of copper rod to the Company over other purchasers of copper rod from PEWC.
    
    The Company has the right to distribute any wire or cable product manufactured by
PEWC in all markets in which the Company presently distributes or develops the capability
to distribute in the future such products on such terms as have historically been in
effect or on terms at least as favorable as PEWC grants to third parties that distribute
such products in such markets. However, PEWC is not required to grant to the Company the
right to distribute products manufactured by PEWC in the future in markets where the
Company does not currently have the capability to distribute unless and until PEWC has no
pre-existing contractual rights which would conflict with the grant of such right to the
Company.
    
    Each of PEWC and the Company will notify the other party prior to entering into any
negotiations with a third party concerning the establishment of any facility or similar
venture to manufacture or
 76




---



##### 



distribute any wire or cable product outside of the markets
where the Company currently manufactures or distributes, or intends to develop the
capability to manufacture or distribute, any wire or cable product. Unless the Company
and PEWC mutually agree otherwise, the Company has the right of first refusal to enter
into any definitive agreement with such third party. If, however, such third party would
not agree to the substitution of the Company for PEWC or such substitution
would prevent the successful completion of the facility or venture, PEWC has agreed to
arrange for the Company to participate to the extent possible.
 
    
    PEWC agrees to make available to the Company, upon the Companys request and on terms
to be mutually agreed between PEWC and the Company from time to time, certain services
with respect to the design and manufacture of wire and cable products, computerization,
inventory control, purchasing, internal auditing, quality control, emergency back-up
services, and recruitment and training of personnel; such services may include the
training of the Companys employees and managers at PEWC facilities and the secondment of
PEWC employees and managers to the Company.
    
    Without the consent of the Company, PEWC will not compete with respect to the
manufacture or distribution of wire and cable products in any market in which the Company
is manufacturing or has taken significant steps to commence manufacturing.
    
    For purposes of the Composite Services Agreement, each province in China is
considered the equivalent of a country.
  Indemnification Agreement
  Amended and Restated Shareholders Agreement
  77




---



##### 



10.4 Taxation
  10.4.1 United States Taxation
    78




---



##### 



Taxation of U.S. Holders
  Taxation of Dividends
     79




---



##### 



Taxation of Capital Gains
   Backup Withholding
  80




---



##### 



Passive Foreign Investment Company
     81




---



##### 



Controlled Foreign Corporation
  Taxation of Non-U.S. Holders
 Taxation of Dividends
  82




---



##### 



Taxation of Capital Gains
    Backup Withholding
   10.4.2 Bermuda Taxation
   83




---



##### 



10.5 Documents on Display
     Item 11: Quantitative and Qualitative Disclosures About Market Risks
  84




---



##### 



11.1 Interest Rate Risk
  11.2 Foreign Currency Risk
    11.3 Market Risks Relating to Copper
  85




---



##### 



11.4 Fair Value of Designated Market-Sensitive Derivative Contracts
  Item 12: Description of Securities Other Than Equity Securities
  86




---



##### 



Part II
 Item 13: Defaults, Dividend Arrearages and Delinquencies
  Item 14: Material Modifications to the Rights of Security Holders and Use of Proceeds
  Item 15: Controls and Procedures
 Disclosure Controls and Procedures
  Internal Control Over Financial Reporting
     87




---



##### 




    
    Trained all levels of finance and accounting staff, both at the subsidiary level and at headquarters level, on US GAAP and recent accounting and reporting developments.
    
    Accounting entries at each subsidiary must be reviewed by their supervisor or finance manager, then
signed off by the respective CFO (or, in the absence of CFOs, the finance manager takes charge).
    
    Regular monthly finance meetings are conducted to discuss problems and verify account balances.
    
    Development of a more standardized group reporting package.
   Changes in internal control over financial reporting
  Item 16A. Audit Committee Financial Expert
  Item 16B. Code of Ethics
  Item 16C. Principal Accountant Fees and Services
 Audit Fees
 88




---



##### 



Audit-Related Fees
  Tax Fees
  All Other Fees
  Audit Committee Approval
  Item 16D. Exemptions from the Listing Standards for the Audit Committees
  Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers
  Item 16F. Change in Registrants Certifying Accountant
    89




---



##### 



Item 16G. Corporate Governance
  90




---



##### 



Part III
 Item 17: Financial Statements
  Item 18: Financial Statements
  Item 19: Exhibits
 19.1
    
    Index to Audited Financial StatementsReports of independent registered accounting firmsConsolidated balance sheets as of December 31, 2008 and 2009Consolidated statements of operations for the years ended December 31, 2007, 2008 and 2009Consolidated statements of shareholders equity for the years ended December 31, 2007,
2008 and 2009Consolidated statements of cash flows for the years ended December 31, 2007, 2008 and 2009Notes to consolidated financial statements19.2
    
    Index to Exhibits1.1
    
    Memorandum of Association of Asia Pacific Wire & Cable Corporation Limited (incorporated
by reference to Exhibit 1.1 of the Companys annual report on Form 20-F filed with the
Securities and Exchange Commission on June 21, 2001).1.2
    
    Second Amended and Restated Bye-Laws of Asia Pacific Wire & Cable Corporation Limited
(incorporated by reference to Exhibit 3.2 of the Companys Amendment No. 4 to Form F-1
filed with the Securities and Exchange Commission on February 18, 2009).2.1
    
    Amended and Restated Shareholders Agreement dated March 27, 2009 (incorporated by
reference to Exhibit 3.4 of the Companys Post-Effective Amendment No. 1 to Form F-1
filed with the Securities and Exchange Commission on April 2, 2009).4.1
    
    Composite Services Agreement (incorporated by reference to Exhibit 10.1 of the Companys
Form F-1 filed with the Securities and Exchange Commission on November 13, 1996).4.2
    
    Indemnification Agreement dated November 6, 1996 (incorporated by reference to Exhibit
10.2 of the Companys Form F-1 filed with the Securities and Exchange Commission on
November 13, 1996).4.3
    
    Agreement for the Sale and Purchase of (i) Shares in Crown Century Holdings Limited and
(ii) Shareholders Loan (incorporated by reference to Exhibit 5.1 of the Companys annual
report on Form 20-F filed with the Securities and Exchange Commission on July 1, 2002).4.4
    
    Settlement Agreement between Asia Pacific Wire & Cable Corporation, Ltd. and Sino-JP Fund
Co., Ltd. (incorporated by reference to Exhibit 4.5 of the Companys annual report on
Form 20-F filed with the Securities and Exchange Commission on November 9, 2007).4.5
    
    Summaries of Joint Venture Agreements (incorporated by reference to Exhibit 10.7 of the
Companys Amendment No. 1 to Form F-1 filed with the Securities and Exchange Commission
on November 26, 2008).
 91




---



##### 



8
    
    List of significant subsidiaries (see Note 1 to the consolidated financial statements).11
    
    Code of Ethics (incorporated by reference to Exhibit 11 of the Companys annual report on
Form 20-F filed with the Securities and Exchange Commission on November 9, 2007).12.1
    
    Certification of Chief Executive Officer of the Company, pursuant to Section 302 of the
Sarbanes-Oxley Act.12.2
    
    Certification of Chief Financial Officer of the Company, pursuant to Section 302 of the
Sarbanes-Oxley Act.13.1
    
    Certification by Chief Executive Officer of periodic financial report pursuant to 18
U.S.C. Section 1350, as mandated by Section 906 of the Sarbanes-Oxley Act.13.2
    
    Certification by Chief Financial Officer of periodic financial report pursuant to 18
U.S.C. Section 1350, as mandated by Section 906 of the Sarbanes-Oxley Act.15(a)
    
    Audit Committee Charter (incorporated by reference to Exhibit 15(a) of the Companys
annual report on Form 20-F filed with the Securities and Exchange Commission on November
9, 2007).16(f)
    
    Letter provided by Mazars LLP in Response to Item 16F(a).
 92




---



##### 



SIGNATURE
  ASIA PACIFIC WIRE & CABLE
CORPORATION LIMITEDDate: May 14, 2010
    /s/ Yuan Chun TangYuan Chun TangChief Executive Officer 93




---



##### 



Asia Pacific Wire & Cable Corporation Limited




---



##### 



PageReport of independent registered public accounting firms
    
    F-2Consolidated balance sheets as of December 31, 2008 and 2009
    
    F-4Consolidated statements of operations for the years ended
December 31, 2007, 2008 and 2009
    
    F-6Consolidated statements of shareholders equity for the years ended
December 31, 2007, 2008 and 2009
    
    F-7Consolidated statements of cash flows for the years ended
December 31, 2007, 2008 and 2009
    
    F-8Notes to consolidated financial statements
    
    F-9
  F-1




---



##### 



F-2




---



##### 



F-3




---



##### 



As of December 31(In thousands of US Dollars, except share data)
    
    2008
    
    
    2009ASSETSCurrent assets:Cash and cash equivalents
    
    $
    37,510
    
    
    $
    41,534Unrestricted short-term bank deposits (note 5)
    
    
    7,756
    
    
    
    Restricted short-term bank deposits (note 5)
    
    
    15,033
    
    
    
    13,145Accounts receivable, net of allowance for doubtful
accounts of $9,644 and $8,694 at December 31, 2008 and
2009, respectively (note 9)
    
    
    95,901
    
    
    
    101,849Amounts due from related parties (note 15)
    
    
    6,922
    
    
    
    5,664Inventories, net of allowance for inventories of $26,715
and $3,995 at December 31, 2008 and 2009, respectively
(note 9)Distributed products
    
    
    8,227
    
    
    
    5,295Finished products
    
    
    24,060
    
    
    
    31,949Products in process
    
    
    14,563
    
    
    
    17,318Raw materials and supplies
    
    
    25,712
    
    
    
    14,48572,562
    
    
    
    69,047Available-for-sale investments (note 6)
    
    
    68
    
    
    
    106Deferred tax assets (note 10)
    
    
    3,064
    
    
    
    2,595Prepaid expenses
    
    
    4,942
    
    
    
    3,928Other current assets
    
    
    2,515
    
    
    
    1,180Total current assets
    
    
    246,273
    
    
    
    239,048Property, plant and equipment:Land
    
    
    4,381
    
    
    
    5,470Land use rights
    
    
    3,778
    
    
    
    2,936Buildings
    
    
    42,406
    
    
    
    45,130Machinery and equipment
    
    
    103,266
    
    
    
    108,711Motor vehicles
    
    
    3,303
    
    
    
    3,724Office equipment
    
    
    10,060
    
    
    
    10,280167,194
    
    
    
    176,251Accumulated depreciation and amortization
    
    
    (118,568
    )
    
    
    (132,611
    )48,626
    
    
    
    43,640Available-for-sale investments (note 6)
    
    
    544
    
    
    
    580Investment in equity investees (note 18)
    
    
    4,103
    
    
    
    3,263Goodwill
    
    
    8,801
    
    
    
    8,801Other assets
    
    
    269
    
    
    
    107Deferred tax assets (note 10)
    
    
    1,182
    
    
    
    61314,899
    
    
    
    13,364Total assets
    
    $
    309,798
    
    
    $
    296,052
  F-4




---



##### 



December 31,(In thousands of US Dollars, except share data)
    
    2008
    
    
    2009LIABILITIES AND SHAREHOLDERS EQUITYCurrent liabilities:Bank loans and overdrafts (note 7)
    
    $
    57,962
    
    
    $
    37,185Accounts payable
    
    
    46,367
    
    
    
    33,706Accrued expenses
    
    
    4,550
    
    
    
    9,244Amounts due to related parties (note 15)
    
    
    25,811
    
    
    
    17,487Short-term loans from the immediate holding(note 15)
    
    
    1,732
    
    
    
    1,732Income tax liabilities (note 10)
    
    
    5,710
    
    
    
    7,059Deferred tax liabilities (note 10)
    
    
    65
    
    
    
    Other current liabilities
    
    
    3,648
    
    
    
    5,496Total current liabilities
    
    
    145,845
    
    
    
    111,909Other liabilities
    
    
    464
    
    
    
    546Deferred tax liabilities (note 10)
    
    
    782
    
    
    
    1,005Total liabilities
    
    
    147,091
    
    
    
    113,460Commitments and contingencies (notes 12 and 14)APWC shareholders equity (note 8):Common stock, $0.01 par value:Authorized shares of 50,000,000 shares was effective on December 31, 2008
and 2009Issued and outstanding shares  13,830,769 shares
    
    
    138
    
    
    
    138Additional paid-in capital
    
    
    111,541
    
    
    
    111,541Retained earnings
    
    
    15,819
    
    
    
    25,908Accumulated other comprehensive loss (note 11)
    
    
    (13,369
    )
    
    
    (10,195
    )Total APWC shareholders equity
    
    
    114,129
    
    
    
    127,392Non-controlling interests
    
    
    48,578
    
    
    
    55,200Total shareholders equity
    
    
    162,707
    
    
    
    182,592Total liabilities and shareholders equity
    
    $
    309,798
    
    
    $
    296,052
  F-5




---



##### 



Year ended December 31,(In thousands of US Dollars, except share data)
    
    2007
    
    
    2008
    
    
    2009Net salesManufactured products (sales to related parties amounted to
$9,110 in 2007, $5,855 in 2008 and $4,144 in 2009 (note 15))
    
    $
    494,805
    
    
    $
    447,848
    
    
    $
    300,121Distributed products
    
    
    10,783
    
    
    
    32,415
    
    
    
    28,102Sales, delivery and installation of wires and cables
    
    
    5,253
    
    
    
    20,535
    
    
    
    34,008510,841
    
    
    
    500,798
    
    
    
    362,231Costs of sales (purchases from related parties amounted to
$69,240 in 2007, $57,401 in 2008 and $59,785 in 2009)Manufactured products
    
    
    (450,134
    )
    
    
    (410,581
    )
    
    
    (280,085
    )Distributed products
    
    
    (10,703
    )
    
    
    (30,831
    )
    
    
    (26,585
    )Sales, delivery and installation of wires and cables
    
    
    (5,600
    )
    
    
    (21,491
    )
    
    
    (33,119
    )Recovery (allowance) for inventory reserve
    
    
    1,272
    
    
    
    (25,145
    )
    
    
    23,949(465,165
    )
    
    
    (488,048
    )
    
    
    (315,840
    )Gross profit
    
    
    45,676
    
    
    
    12,750
    
    
    
    46,391Selling, general and administrative expenses
    
    
    (26,156
    )
    
    
    (29,032
    )
    
    
    (28,715
    )Recovery (allowance) for doubtful accounts
    
    
    (3,295
    )
    
    
    (12
    )
    
    
    860Impairment of long-lived assets
    
    
    
    
    
    
    
    
    
    
    (77
    )Income (loss) from operations
    
    
    16,225
    
    
    
    (16,294
    )
    
    
    18,459Exchange gain (loss), net
    
    
    864
    
    
    
    (1,712
    )
    
    
    528Interest income
    
    
    1,517
    
    
    
    990
    
    
    
    458Interest expense
    
    
    (7,580
    )
    
    
    (5,769
    )
    
    
    (2,597
    )Share of net (loss) gain of equity investees
    
    
    124
    
    
    
    (142
    )
    
    
    (40
    )Impairment of investments
    
    
    (95
    )
    
    
    
    
    
    
    Gain on sale of investments
    
    
    35
    
    
    
    
    
    
    
    Gain on liquidation of subsidiaries
    
    
    
    
    
    
    
    
    
    
    568Other income, net
    
    
    2,070
    
    
    
    2,859
    
    
    
    2,196Income (loss) before income taxes
    
    
    13,160
    
    
    
    (20,068
    )
    
    
    19,572Income taxes (note 10)
    
    
    (6,298
    )
    
    
    (2,132
    )
    
    
    (5,344
    )Net income (loss)
    
    
    6,862
    
    
    
    (22,200
    )
    
    
    14,228Less: Net (loss) income attributable to non-controlling
interests
    
    
    (2,029
    )
    
    
    8,551
    
    
    
    (4,139
    )Net income (loss) attributable to APWC
    
    $
    4,833
    
    
    $
    (13,649
    )
    
    $
    10,089Basic and diluted income (loss) per share
    
    $
    0.35
    
    
    $
    (0.99
    )
    
    $
    0.73Basic and diluted weighted average common shares outstanding
    
    
    13,830,769
    
    
    
    13,830,769
    
    
    
    13,830,769
  F-6




---



##### 



AccumulatedotherCommon
    
    
    Additional
    
    
    Retained
    
    
    comprehensive(In thousands of US Dollars, except share data)
    
    Stock
    
    
    paid-in capital
    
    
    earnings
    
    
    income (loss)
    
    
    TotalBalance at January 1, 2007
    
    $
    138
    
    
    $
    111,541
    
    
    $
    26,524
    
    
    $
    (19,438
    )
    
    $
    118,765Comprehensive incomeNet income
    
    
    
    
    
    
    
    
    
    
    4,833
    
    
    
    
    
    
    
    4,833Other comprehensive income, net of taxCurrency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    15,179
    
    
    
    15,179Pension liability adjustments (note 16)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (71
    )
    
    
    (71
    )Gain realized on sale of
available-for sale securities net of
income tax of $6
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (28
    )
    
    
    (28
    )Unrealized loss on available-for-sale
securities  net of income tax of $6
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (6
    )
    
    
    (6
    )Other comprehensive income, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    15,074Comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    19,907Adoption of FASB Interpretation No. 48
effective as of January 1, 2007
(codified within ASC 740, Income
Taxes) (note 10)
    
    
    
    
    
    
    
    
    
    
    (1,889
    )
    
    
    
    
    
    
    (1,889
    )Balance at December 31, 2007
    
    
    138
    
    
    
    111,541
    
    
    
    29,468
    
    
    
    (4,364
    )
    
    
    136,783Comprehensive lossNet loss
    
    
    
    
    
    
    
    
    
    
    (13,649
    )
    
    
    
    
    
    
    (13,649
    )Other comprehensive loss, net of taxCurrency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (8,994
    )
    
    
    (8,994
    )Pension liability adjustments (note 16)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7
    
    
    
    7Unrealized loss on sale of available-
for-sale securities  net of income
tax of $27
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (18
    )
    
    
    (18
    )Other comprehensive loss, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,005
    )Comprehensive loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (22,654
    )Balance at December 31, 2008
    
    
    138
    
    
    
    111,541
    
    
    
    15,819
    
    
    
    (13,369
    )
    
    
    114,129Comprehensive incomeNet income
    
    
    
    
    
    
    
    
    
    
    10,089
    
    
    
    
    
    
    
    10,089Other comprehensive income, net of taxCurrency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,177
    
    
    
    3,177Pension liability adjustments (note 16)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4
    )
    
    
    (4
    )Unrealized loss on sale of
available-for- sale securities  net
of income tax of $-18
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1
    
    
    
    1Other comprehensive loss, net of tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,174Comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    13,263Balance at December 31, 2009
    
    $
    138
    
    
    $
    111,541
    
    
    $
    25,908
    
    
    $
    (10,195
    )
    
    $
    127,392
  F-7




---



##### 



Year ended December 31,(In thousands of U.S. Dollars, except share data)
    
    2007
    
    
    2008
    
    
    2009Operating activities:Net income (loss)
    
    $
    4,833
    
    
    $
    (13,649
    )
    
    $
    10,089Adjustments to reconcile net income (loss) to net
cash (used in) provided by operating activities:Loss (gain) on disposal of property, plant and equipment
    
    
    (802
    )
    
    
    (4
    )
    
    
    6Depreciation
    
    
    9,079
    
    
    
    7,646
    
    
    
    8,941Deferred income taxes
    
    
    (1,969
    )
    
    
    (145
    )
    
    
    1,196(Recovery) allowance for doubtful accounts
    
    
    3,295
    
    
    
    12
    
    
    
    (860
    )(Recovery) allowance for inventory reserve
    
    
    (1,272
    )
    
    
    25,145
    
    
    
    (23,949
    )Share of net loss (gain) of equity investees
    
    
    (124
    )
    
    
    142
    
    
    
    40Impairment of long-lived assets
    
    
    
    
    
    
    
    
    
    
    77Impairment of investments
    
    
    95
    
    
    
    
    
    
    
    Gain on sale of investments
    
    
    (35
    )
    
    
    Gain on liquidation of subsidiaries
    
    
    
    
    
    
    
    
    
    
    (568
    )Pension liability adjustments
    
    
    (71
    )
    
    
    7
    
    
    
    (4
    )Adoption of FASB Interpretation No. 48 (codified within ASC
740) as of January 1, 2007
    
    
    (1,889
    )
    
    
    
    
    
    
    Non-controlling interests
    
    
    2,029
    
    
    
    (8,551
    )
    
    
    4,139Foreign currency translation adjustment
    
    
    (7,662
    )
    
    
    2,889
    
    
    
    623Changes in operating assets and liabilities
net of acquisitions of business:Accounts receivable
    
    
    (13,613
    )
    
    
    36,193
    
    
    
    (552
    )Inventories
    
    
    4,854
    
    
    
    7,724
    
    
    
    30,069Other current assets
    
    
    2,372
    
    
    
    406
    
    
    
    2,470Amounts due to related parties
    
    
    (1,609
    )
    
    
    (4,274
    )
    
    
    (7,303
    )Accounts payable, accrued expenses and other liabilities
    
    
    4,395
    
    
    
    6,506
    
    
    
    (6,007
    )Net cash provided by operating activities
    
    
    1,906
    
    
    
    60,047
    
    
    
    18,407Investing activities:Decrease (increase) in restricted short-term bank deposits
    
    
    (3,156
    )
    
    
    1,941
    
    
    
    2,428Increase (decrease) in unrestricted short-term bank deposits
    
    
    518
    
    
    
    (5,906
    )
    
    
    7,756Purchases of property, plant and equipment
    
    
    (2,650
    )
    
    
    (3,383
    )
    
    
    (3,260
    )Proceeds from disposal of property, plant and equipment
    
    
    1,414
    
    
    
    416
    
    
    
    153Decrease in investment in equity investee
    
    
    
    
    
    
    
    
    
    
    800Proceeds from disposal of investments
    
    
    65
    
    
    
    
    
    
    
    Proceeds from disposal of other assets
    
    
    
    
    
    
    2,368
    
    
    
    Purchases of other assets
    
    
    (239
    )
    
    
    (592
    )
    
    
    Net cash provided by (used in) investing activities
    
    
    (4,048
    )
    
    
    (5,156
    )
    
    
    7,877Financing activities:Repayments of long-term debt
    
    
    (2,237
    )
    
    
    (240
    )
    
    
    Repayments of bank loans
    
    
    (21,671
    )
    
    
    (54,643
    )
    
    
    (30,733
    )Proceeds from bank loans
    
    
    28,275
    
    
    
    10,431
    
    
    
    9,023Net decrease in overdrafts
    
    
    (416
    )
    
    
    
    
    
    
    Net cash (used in) provided by financing activities
    
    
    3,951
    
    
    
    (44,452
    )
    
    
    (21,710
    )Effect of exchange rate changes on cash and cash equivalents
    
    
    2,654
    
    
    
    (2,056
    )
    
    
    (550
    )Net increase in cash and cash equivalents
    
    
    4,463
    
    
    
    8,383
    
    
    
    4,024Cash and cash equivalents at beginning of year
    
    
    24,664
    
    
    
    29,127
    
    
    
    37,510Cash and cash equivalents at end of year
    
    $
    29,127
    
    
    $
    37,510
    
    
    $
    41,534Supplemental disclosure of cash flow information:Cash paid for interest
    
    $
    7,187
    
    
    $
    6,037
    
    
    $
    2,918Cash paid for income taxes
    
    
    10,772
    
    
    
    5,177
    
    
    
    1,900
  F-8




---



##### 



1. ORGANIZATION AND PRINCIPAL ACTIVITIES
    Share Capital
   Percentage ofEquity interestAs of December 31,Place of incorporation and operations
    
    2008
    
    
    2009The British Virgin IslandsAsia Pacific Wire & Cable General Holdings Ltd
    
    
    100
    %
    
    
    100
    %PRC (APWC) Holding Ltd.
    
    
    100
    %
    
    
    100
    %Samray Inc.
    
    
    100
    %
    
    
    100
    %Siam (APWC) Holdings Ltd.
    
    
    100
    %
    
    
    100
    %Moon View Ltd.
    
    
    100
    %
    
    
    100
    %Trigent Investment Holdings Limited
    
    
    100
    %
    
    
    100
    %Crown Century Holdings Ltd.
    
    
    100
    %
    
    
    100
    %
 F-9




---



##### 



1. ORGANIZATION AND PRINCIPAL ACTIVITIES
 Percentage ofEquity interestAs of December 31,Place of incorporation and operations
    
    2008
    
    
    2009SingaporeSigma Cable Company (Private) Limited (Sigma Cable)
    
    
    98.3
    %
    
    
    98.3
    %Sino-Sin Trading Pte. Ltd. (Sino-Sin) **
    
    
    100
    %
    
    
    0
    %Sigma-Epan International Pte Ltd. (Sigma-Epan)
    
    
    100
    %
    
    
    100
    %Epan Industries Pte Ltd.
    
    
    100
    %
    
    
    100
    %Epan Data-Comm System Pte Ltd
    
    
    100
    %
    
    
    100
    %Singvale Pte Ltd (Singvale)
    
    
    100
    %
    
    
    100
    %MalaysiaElecain Industry Sdn. Bhd.
    
    
    92.6
    %
    
    
    92.6
    %Sigma-Epan Malaysia Sdn. Bhd.
    
    
    100
    %
    
    
    100
    %The Peoples Republic of ChinaNingbo Pacific Cable Co., Ltd. (Ningbo Pacific)
    
    
    94.31
    %
    
    
    94.31
    %Shanghai Yayang Electric Co., Ltd. (Shanghai Yayang)
    
    
    54.41
    %
    
    
    54.41
    %Shandong Pacific Fiber Optics Co.Ltd (SPFO)
    
    
    51
    %
    
    
    51
    %Pacific Electric Wire & Cable (Shenzhen) Co., Ltd (PEWS)
    
    
    100
    %
    
    
    100
    %Hong KongCrown Century Holdings Limited (CCH HK)
    
    
    100
    %
    
    
    100
    %AustraliaAustralia Pacific Electric Cable Pty Limited (APEC)
    
    
    98.53
    %
    
    
    98.53
    %ThailandCharoong Thai Wire and Cable Public Company Limited (Charoong Thai)*
    
    
    50.93
    %
    
    
    50.93
    %Siam Pacific Electric Wire & Cable Company Limited
(Siam-Pacific)
    
    
    50.93
    %
    
    
    50.93
    %Pacific-Thai Electric Wire & Cable Company Limited (Pacific-Thai)
    
    
    50.93
    %
    
    
    50.93
    %Hard Lek Limited (Hard Lek)
    
    
    73.98
    %
    
    
    73.98
    %APWC (Thailand) Co., Ltd
    
    
    99.48
    %
    
    
    99.48
    %
 F-10




---



##### 



1. ORGANIZATION AND PRINCIPAL ACTIVITIES
 Percentage ofEquity interestAs of December 31,Place of incorporation and operations
    
    2008
    
    
    2009ThailandPEWC (Thailand) Co., Ltd
    
    
    99.48
    %
    
    
    99.48
    %CTW Beta Co. Ltd.
    
    
    50.89
    %
    
    
    50.89
    %Siam Fiber Optics Co. Ltd
    
    
    30.56
    %
    
    
    30.56
    %MyanmarMyanmar Sigma Cable Co., Ltd. (Not active)
    
    
    78.59
    %
    
    
    78.59
    %
  Percentage ofEquity interestAs of December 31,Place of incorporation and operations
    
    2008
    
    
    2009The Peoples Republic of ChinaShandong Huayu Pacific Fibre Optics
Communications Co., Ltd. (Shandong Huayu)
    
    
    48.73
    %
    
    
    48.73
    %Shandong Pacific Rubber Cable Co., Ltd. (SPRC)
    
    
    25.00
    %
    
    
    25.00
    %ThailandSiam Pacific Holding Company Limited (SPHC)
    
    
    49.00
    %
    
    
    49.00
    %Loxley Pacific Co., Ltd. (Lox Pac)
    
    
    21.39
    %
    
    
    21.39
    %
 
 *
    
    Charoong Thai is listed on the Stock Exchange of Thailand and is
engaged in the manufacturing of wire and cable products for the power and
telecommunications industries in Thailand.**
    
    Sino-Sin commenced its liquidation process on November 20, 2008 and the
liquidation was completed in July 2009. F-11




---



##### 



1. ORGANIZATION AND PRINCIPAL ACTIVITIES
    Put Right and Option
    F-12




---



##### 



2. ORGANIZATION AND PRINCIPAL ACTIVITIES
   2. BASIS OF PRESENTATION
   3. CHANGES IN PRESENTATION OF COMPARATIVE FINANCIAL STATEMENTS
  F-13




---



##### 



4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Principles of Consolidation
  Use of Estimates
  Cash and Cash Equivalents
  Inventories
   Income Taxes
  ,
 F-14




---



##### 



4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
 Income Taxes (contd)
  Property, Plant and Equipment
  Land
    
    NilLand use rights
    
    15  50 yearsBuildings
    
    5  30 yearsMachinery and equipment
    
    5  10 yearsMotor vehicles
    
    3  10 yearsOffice equipment
    
    3  10 years
     Goodwill
   F-15




---



##### 



4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Goodwill (contd)
 "
  Investments
      Impairment of Long-Lived Assets
  F-16




---



##### 



4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
   Trade Account Receivable and Allowance for Doubtful Accounts
  Revenue Recognition
  Sales of goods and distribution activities
   Installation activities
   F-17




---



##### 



4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Product Warranties
  Foreign Currency Translation and Transactions
   Foreign Currency Forward Contracts
     F-18




---



##### 



4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Earnings (Loss) Per Share
  Fair Value Measurements
   
    
    Level 1  Valuations based on quoted prices in active markets for identical
assets that the Company has the ability to access. Valuation adjustments and block
discounts are not applied to Level 1 instruments. Since valuations are based on quoted
prices that are readily and regularly available in an active market, valuation of these
products does not entail a significant degree of judgment.
    
    Level 2  Valuations based on one or more quoted prices in markets that are
not active or for which all significant inputs are observable, either directly or
indirectly.
    
    Level 3  Valuations based on unobservable inputs which are supported by
little or no market activity and significant to the overall fair value measurement.
 Fair Value Measurements (contd)
   F-19




---



##### 



4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Recent Pronouncements
      
 F-20




---



##### 



4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Recent Pronouncements (contd)
      F-21




---



##### 



4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Recent Pronouncements (contd)
     F-22




---



##### 



5. SHORT-TERM BANK DEPOSITS
 As of December 312008
    
    
    2009Unrestricted short-term bank deposits
    
    $
    7,756
    
    
    $
    Restricted short-term bank deposits
    
    
    15,033
    
    
    
    13,145$
    22,789
    
    
    $
    13,145
   6. INVESTMENTS
   Available-for-sale securitiesGross
    
    
    Gross
    
    
    EstimatedUnrealized
    
    
    Unrealized
    
    
    FairCost
    
    
    Gains
    
    
    Losses
    
    
    ValueDecember 31, 2008
Quoted equity securities
    
    $
    392
    
    
    $
    
    
    
    $
    (324
    )
    
    $
    68December 31, 2009
Quoted equity securities
    
    $
    413
    
    
    $
    
    
    
    $
    (307
    )
    
    $
    106
  F-23




---



##### 



6. INVESTMENTS
  As of December 312008
    
    
    2009Available-for-sale securities
    
    $
    68
    
    
    $
    106Short-term investments
    
    
    68
    
    
    
    106Equity securities in privately-held companies and
other investments
    
    
    544
    
    
    
    580Long-term investments
    
    
    544
    
    
    
    580Total investments
    
    $
    612
    
    
    $
    686
   7. BANK LOANS AND OVERDRAFTS
   (i)
    
    Mortgage of the Companys land, buildings, machinery and equipment with a total
carrying amount of $24,913 at December 31, 2009 (2008: $40,246);
 F-24




---



##### 



7. BANK LOANS AND OVERDRAFTS
 (ii)
    
    Pledge of short-term deposits of $13,145 at December 31, 2009 (2008: $15,033);(iii)
    
    Joint and several personal guarantees from certain directors of a subsidiary
of the Company; and(vi)
    
    Corporate guarantees issued by the Company, a subsidiary of the Company and the
holding company.
  8. DISTRIBUTION OF EARNINGS
   F-25




---



##### 



9. VALUATION AND QUALIFYING ACCOUNTS
 Balance at
    
    
    Net charge (credit)
    
    
    
    
    
    
    Currency translation
    
    
    Balance at end ofDescription
    
    beginning of year
    
    
    to income
    
    
    Deduction
    
    
    adjustment
    
    
    yearYear ended December 31, 2007:Allowance for doubtful accounts
    
    $
    9,290
    
    
    $
    3,295
    
    
    $
    (2,172
    )
    
    $
    1,072
    
    
    $
    11,485Allowance for inventories- Net realizable value
    
    
    3,508
    
    
    
    (363
    )
    
    
    
    
    
    
    102
    
    
    
    3,247- Obsolescence
    
    
    2,484
    
    
    
    (909
    )
    
    
    
    
    
    
    200
    
    
    
    1,775Allowance for deferred tax assets
    
    
    4,341
    
    
    
    (3,158
    )
    
    
    
    
    
    
    302
    
    
    
    1,485$
    19,623
    
    
    $
    (1,135
    )
    
    $
    (2,172
    )
    
    $
    1,676
    
    
    $
    17,992Year ended December 31, 2008:Allowance for doubtful accounts
    
    $
    11,485
    
    
    $
    12
    
    
    $
    (1,031
    )
    
    $
    (822
    )
    
    $
    9,644Allowance for inventories- Net realizable value
    
    
    3,247
    
    
    
    25,144
    
    
    
    (142
    )
    
    
    (1,967
    )
    
    
    26,282- Obsolescence
    
    
    1,775
    
    
    
    1
    
    
    
    (1,164
    )
    
    
    (179
    )
    
    
    433Allowance for deferred tax assets
    
    
    1,485
    
    
    
    5,227
    
    
    
    
    
    
    
    (29
    )
    
    
    6,683$
    17,992
    
    
    $
    30,384
    
    
    $
    (2,337
    )
    
    $
    (2,997
    )
    
    $
    43,042Year ended December 31, 2009:Allowance for doubtful accounts
    
    $
    9,644
    
    
    $
    (860
    )
    
    $
    (326
    )
    
    $
    236
    
    
    $
    8,694Allowance for inventories- Net realizable value
    
    
    26,282
    
    
    
    (24,268
    )
    
    
    42
    
    
    
    1,158
    
    
    
    3,214- Obsolescence
    
    
    433
    
    
    
    319
    
    
    
    (6
    )
    
    
    35
    
    
    
    781Allowance for deferred tax assets
    
    
    6,683
    
    
    
    (4,781
    )
    
    
    
    
    
    
    587
    
    
    
    2,489$
    43,042
    
    
    $
    (29,590
    )
    
    $
    (290
    )
    
    $
    2,016
    
    
    $
    15,178
  F-26




---



##### 



10. INCOME TAXES
      F-27




---



##### 



10. INCOME TAXES
  Year ended December 31,2007
    
    
    2008
    
    
    2009Thailand
    
    $
    7,973
    
    
    $
    (14,453
    )
    
    $
    10,921Singapore
    
    
    1,230
    
    
    
    (712
    )
    
    
    3,149Australia
    
    
    6,255
    
    
    
    2,731
    
    
    
    3,020The Peoples Republic of China
    
    
    2,723
    
    
    
    (5,293
    )
    
    
    4,840Others
    
    
    (5,145
    )
    
    
    (2,199
    )
    
    
    (2,318
    )13,036
    
    
    
    (19,926
    )
    
    
    19,612Equity investeesThailand
    
    
    (6
    )
    
    
    
    
    
    
    The Peoples Republic of China
    
    
    130
    
    
    
    (142
    )
    
    
    (40
    )124
    
    
    
    (142
    )
    
    
    (40
    )$
    13,160
    
    
    $
    (20,068
    )
    
    $
    19,572
  Year ended December 31,2007
    
    
    2008
    
    
    2009Allocated to net income (loss)Current:Thailand
    
    $
    5,701
    
    
    $
    1,514
    
    
    $
    813Singapore
    
    
    194
    
    
    
    132
    
    
    
    The Peoples Republic of China
    
    
    662
    
    
    
    (679
    )
    
    
    1,511Australia
    
    
    1,710
    
    
    
    1,310
    
    
    
    680Total current
    
    
    8,267
    
    
    
    2,277
    
    
    
    3,004Deferred:Thailand
    
    
    (2,128
    )
    
    
    (865
    )
    
    
    1,723Singapore
    
    
    (3
    )
    
    
    
    
    
    
    100The Peoples Republic of China
    
    
    (56
    )
    
    
    1,135
    
    
    
    389Australia
    
    
    218
    
    
    
    (415
    )
    
    
    128Total deferred
    
    
    (1,969
    )
    
    
    (145
    )
    
    
    2,340$
    6,298
    
    
    $
    2,132
    
    
    $
    5,344Allocated to other comprehensive loss
    
    $
    (6
    )
    
    $
    (27
    )
    
    $
    18
 F-28




---



##### 



10. INCOME TAXES
   Year ended December 31,2007
    
    
    2008
    
    
    2009Income tax (benefit) at statutory tax rate in:Thailand
    
    $
    1,966
    
    
    $
    (3,887
    )
    
    $
    3,238Singapore
    
    
    634
    
    
    
    (128
    )
    
    
    562Australia
    
    
    1,899
    
    
    
    830
    
    
    
    915Peoples Republic of China
    
    
    305
    
    
    
    (763
    )
    
    
    1,5204,804
    
    
    
    (3,948
    )
    
    
    6,235Expenses not deductible for tax purposes
    
    
    4,163
    
    
    
    894
    
    
    
    2,385Changes in valuation allowance
    
    
    (2,856
    )
    
    
    5,198
    
    
    
    (4,194
    )Deferred tax liability arising from
undistributed earnings under APB 23
(codified in ASC 740)
    
    
    
    
    
    
    
    
    
    
    402Others
    
    
    187
    
    
    
    (12
    )
    
    
    516Total charge for the year
    
    $
    6,298
    
    
    $
    2,132
    
    
    $
    5,344
  As of December 312008
    
    
    2009Deferred tax liabilities:Tax over book depreciation
    
    $
    (275
    )
    
    $
    Book over tax basis in subsidiaries
    
    
    (1,022
    )
    
    
    (1,007
    )Undistributed earnings under APB 23 (codified in ASC 740)
    
    
    
    
    
    
    (402
    )Total deferred tax liabilities
    
    
    (1,297
    )
    
    
    (1,409
    )Deferred tax assets:Unused tax losses and unused tax credits
    
    
    837
    
    
    
    2,024Allowance for doubtful accounts
    
    
    2,540
    
    
    
    2,353Allowance for inventories
    
    
    7,365
    
    
    
    1,109Allowance for impairment in investment
    
    
    540
    
    
    
    523Others
    
    
    97
    
    
    
    92Total deferred tax assets
    
    
    11,379
    
    
    
    6,101Valuation allowance for deferred tax assets (note 9)
    
    
    (6,683
    )
    
    
    (2,489
    )Total deferred tax assets
    
    
    4,696
    
    
    
    3,612Net deferred tax assets
    
    $
    3,399
    
    
    $
    2,203
 F-29




---



##### 



10. INCOME TAXES
  As of December 31,2008
    
    
    2009Gross current deferred tax liabilities
    
    $
    (72
    )
    
    $
    (57
    )Gross current deferred tax assets
    
    
    10,092
    
    
    
    3,720Valuation allowance for deferred tax assets
    
    
    (7,028
    )
    
    
    (1,068
    )3,063
    
    
    
    2,652Net current deferred tax assets
    
    
    2,991
    
    
    
    2,595Gross non-current deferred tax liabilities
    
    
    (1,225
    )
    
    
    (1,352
    )Gross non-current deferred tax assets
    
    
    1,633
    
    
    
    2,381Valuation allowance for deferred tax assets
    
    
    
    
    
    
    (1,421
    )1,632
    
    
    
    960Net non-current deferred tax assets
    
    
    408
    
    
    
    (392
    )Net deferred tax assets
    
    $
    3,399
    
    
    $
    2,203
  December 31,2008
    
    
    2009CurrentDeferred tax assets
    
    $
    3,064
    
    
    $
    2,595Deferred tax liabilities
    
    
    (65
    )
    
    
    Total current
    
    
    2,999
    
    
    
    2,595Non-currentDeferred tax assets
    
    
    1,182
    
    
    
    613Deferred tax liabilities
    
    
    (782
    )
    
    
    (1,005
    )Total non-current
    
    
    400
    
    
    
    (392
    )Net deferred tax assets
    
    $
    3,399
    
    
    $
    2,203
  F-30




---



##### 



10. INCOME TAXES
        December 31,Change in Uncertain Tax Positions
    
    2008
    
    
    2009Balance at January 1
    
    $
    475
    
    
    $
    422Additions based on tax positions related to the current year
    
    
    
    
    
    
    Additions for tax positions of prior years
    
    
    5
    
    
    
    Settlements
    
    
    (58
    )
    
    
    Balance at December 31
    
    $
    422
    
    
    $
    422
 F-31




---



##### 



10. INCOME TAXES
  December 31,2008
    
    
    2009Unrecognized tax benefits
    
    $
    422
    
    
    $
    422Less: valuation allowance
    
    
    (346
    )
    
    
    (346
    )If recognized, affect the effective tax rate
    
    $
    76
    
    
    $
    76Accrued interest on unrecognized tax benefits
    
    $
    1,661
    
    
    $
    1,806Accrued penalties on unrecognized tax benefits
    
    
    879
    
    
    
    1,299Total accrued interest and penalties on unrecognized
tax benefits
    
    $
    2,540
    
    
    $
    3,105
  11. ACCUMULATED OTHER COMPREHENSIVE LOSS
  Unrealizedgains(losses) onCurrency
    
    
    available-translation
    
    
    for- saleadjustments
    
    
    securities
    
    
    Others
    
    
    TotalBalance at January 1, 2007
    
    $
    (19,563
    )
    
    $
    125
    
    
    $
    
    
    
    $
    (19,438
    )Other comprehensive income (loss)
    
    
    15,179
    
    
    
    (34
    )
    
    
    (71
    )
    
    
    15,074Balance at December 31, 2007
    
    
    (4,384
    )
    
    
    91
    
    
    
    (71
    )
    
    
    (4,364
    )Other comprehensive income
(loss)
    
    
    (8,994
    )
    
    
    (18
    )
    
    
    7
    
    
    
    (9,005
    )Balance at December 31, 2008
    
    
    (13,378
    )
    
    
    73
    
    
    
    (64
    )
    
    
    (13,369
    )Other comprehensive income
(loss)
    
    
    3,177
    
    
    
    1
    
    
    
    (4
    )
    
    
    3,174Balance at December 31, 2009
    
    $
    (10,201
    )
    
    $
    74
    
    
    $
    (68
    )
    
    $
    (10,195
    )
 F-32




---



##### 



12. COMMITMENTS AND CONTINGENCIES
     Capital Leases
    
    
    Operating Leases2010
    
    $
    173
    
    
    $
    6542011
    
    
    83
    
    
    
    6042012
    
    
    60
    
    
    
    5892013
    
    
    54
    
    
    
    5402014
    
    
    3
    
    
    
    370Thereafter
    
    
    
    
    
    
    2,532Total minimum lease payments
    
    $
    373
    
    
    $
    5,289Amounts representing interest
    
    
    (35
    )Present value of net minimum lease payments
    
    $
    338
  2007
    
    
    2008
    
    
    2009Rentals under operating lease
    
    $
    766
    
    
    $
    658
    
    
    $
    1,013
   F-33




---



##### 



12. COMMITMENTS AND CONTINGENCIES
 (b)
    
    As of December 31, 2009, there were outstanding bank guarantees of $14,688
(2008: $20,962) issued by the banks on behalf of Charoong Thai and its subsidiaries in
respect of certain performance bonds as required in the normal course of business of
the companies. These guarantees generally expire within 1 year.(c)
    
    As of December 31, 2009, Charoong Thai and its subsidiaries had given
continuing corporate guarantee of $73,333 (2008: $79,891) in respect of banking
facilities extended to two Operating Subsidiaries.(d)
    
    As of December 31, 2009, Charoong Thai has contract commitments to purchase raw
materials totaling $78,698 to $96,686 (2008: $2,051 to $4,657), from third parties at
the prices stipulated in the contracts. APEC, Sigma Cable, CCH and Shanghai Yayang have
contract commitments to purchase raw materials totaling $98,487 from third parties at
the prices stipulated in the contracts.(e)
    
    As of December 31, 2009, Sigma Cable has committed to sell/deliver copper
cables at a predetermined price totaling $12.6 million throughout 2009. As of December
31, 2009 the estimated fair value loss not recognized in the financial statements
relating to this commitment is approximately $1.2 million.(f)
    
    Sigma Cable has agreed to provide continuing financial support to APEC to
enable APEC to meet its liabilities as and when they fall due. The letter of awareness
from Sigma Cable with an ownership covenant requires Sigma Cable to maintain a minimum
of 85% of interest in APEC.(g)
    
    The Company provided a corporate guarantee not exceeding the sum of $2,761
(AU$4 million) to a third party for the procurement of copper by a subsidiary company.
The guarantee period is for one year. The latest renewal was made on January 16, 2008
and the guarantee expired on February 28, 2009. The guarantee is no longer effective,
no any form of guarantee will provide for the supplier of copper.(h)
    
    The Company provided a corporate guarantee not exceeding the sum of $7 million
for bank credit line of one Thailand subsidiary, the guarantee was discharged on
February 26, 2010. APWC no longer has any obligation with the bank.
  (i)
    
    A customer of Sigma Cable has claimed for damages relating to the termination
of Sigma Cables purchase agreement with the customer. On November 30, 2009, a
settlement agreement was entered into between Sigma Cable and the customer to provide
for the full and final settlement and discharge of all claims and/or disputes for which
the parties may have against each other arising out of or in connection with the
Purchase Agreement. No gain or loss was resulted from the settlement.(j)
    
    As of December 31, 2009, one of China subsidiaries sold its account receivables
of $3.3 million (RMB$22.67 million) for a recourse factoring agreement at the total of
$2.9 million (RMB$20 million).(k)
    
    As disclosed in Note 1, on June 28, 2007 SOF acquired the Sino-JP shares
pursuant to a share purchase agreement (the Purchase Agreement), and entered into a
shareholders agreement with the Company and PEWC (the Shareholders/ Agreement). On
March 27, 2009, SOF sold 10.2% of the issued and outstanding shares of the Company to
PEWC and entered into an Amended and Restated Shareholders Agreement with the Company and
PEWC (the Amended Shareholders Agreement). Among other things, the Amended
 F-34




---



##### 



12. COMMITMENTS AND CONTINGENCIES
  Indemnification
      
    Registration Rights
 ,
   F-35




---



##### 



13. FINANCIAL INSTRUMENTS
        Cash and cash equivalents
 Bank deposits
 Accounts receivable and accounts payable
 Related party balances
 Long-term and short-term debt
 F-36




---



##### 



13. FINANCIAL INSTRUMENTS (continued)
 Investment securities
 Forward exchange contracts
   December 31, 2009
    
    Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalAvailable-for-sale investment (listed
securities)
    
    $
    106
    
    
    $
    
    
    
    $
    
    
    
    $
    106Available-for-sale investments (equity
securities in privately-held
companies)
    
    
    
    
    
    
    
    
    
    
    580
    
    
    
    580Investment in equity investee companies
    
    
    
    
    
    
    
    
    
    
    3,263
    
    
    
    3,263Total
    
    $
    106
    
    
    $
    
    
    
    $
    3,843
    
    
    $
    3,949
 December 31, 2008
    
    Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalAvailable-for-sale
investment (listed
securities)
    
    $
    68
    
    
    $
    
    
    
    $
    
    
    
    $
    68Available-for-sale
investments (equity
securities in privately-held
companies)
    
    
    
    
    
    
    
    
    
    
    544
    
    
    
    544Investment
in equity investee companies
    
    
    
    
    
    
    
    
    
    
    4,103
    
    
    
    4,103Foreign currency forward
contracts net payable
    
    
    
    
    
    
    (107
    )
    
    
    
    
    
    
    Total
    
    $
    68
    
    
    $
    (107
    )
    
    $
    4,647
    
    
    $
    4,608
 F-37




---



##### 



13. FINANCIAL INSTRUMENTS (continued)
  Available-for-saleinvestments (equitysecurities in
    
    
    Investment inprivately-held
    
    
    equity investeecompanies)
    
    
    companiesBalance at December 31, 2008
    
    $
    544
    
    
    $
    4,103Realized loss included in earnings
    
    
    
    
    
    
    (40
    )Decrease in investment in equity
investees
    
    
    
    
    
    
    (800
    )Currency translation adjustments
    
    
    36
    
    
    
    Balance at December 31, 2009
    
    $
    580
    
    
    $
    3,263
   Available-for-dales(equity securities
    
    
    Investment inin privately-held
    
    
    equity investeecompanies)
    
    
    companiesBalance at December 31, 2007
    
    $
    
    
    
    $
    Transfer to Level 3
    
    
    544
    
    
    
    4,245Realized loss included in earnings
    
    
    
    
    
    
    (142
    )Balance, at December 31, 2008
    
    $
    544
    
    
    $
    4,103
  14. CURRENT VULNERABILITY DUE TO CERTAIN CONCENTRATIONS
   F-38




---



##### 



14. CURRENT VULNERABILITY DUE TO CERTAIN CONCENTRATIONS
   15. RELATED PARTY BALANCES AND TRANSACTIONS
  December 31,2008
    
    
    2009Due from:PEWC
    
    $
    639
    
    
    $
    755PEWC, Singapore Branch
    
    
    1,000
    
    
    
    996Italian-Thai Development Public Company Limited
(Italian-Thai) and its affiliates
    
    
    3,176
    
    
    
    1,934SPHC
    
    
    1,390
    
    
    
    1,469A director of Siam Pacific
    
    
    12
    
    
    
    12Shandong Yanggu Wire & Cable Corp Ltd (Shandong
Yanggu)
    
    
    699
    
    
    
    441Others
    
    
    6
    
    
    
    57$
    6,922
    
    
    $
    5,664Due to:PEWC
    
    $
    19,140
    
    
    $
    12,131PEWC, Singapore Branch
    
    
    890
    
    
    
    891PEWC Singapore Co. (Pte) Ltd.
    
    
    1,230
    
    
    
    1,249Shandong Yanggu
    
    
    383
    
    
    
    4Fujikura Limited
    
    
    292
    
    
    
    Thai Metal Processing Co., Ltd.
    
    
    27
    
    
    
    109SPHC
    
    
    2,642
    
    
    
    2,713Shandong Huayu
    
    
    1,170
    
    
    
    385Shandong Rubber Cable
    
    
    14
    
    
    
    5Others
    
    
    23
    
    
    
    $
    25,811
    
    
    $
    17,487Short-term loans from:Moon View Ventures Limited (Moon View)
    
    $
    1,732
    
    
    $
    1,732Pacific Overseas Investment Management Ltd
    
    
    
    
    
    
    $
    1,732
    
    
    $
    1,732
  F-39




---



##### 



15. RELATED PARTY BALANCES AND TRANSACTIONS
    Year ended December 31,2007
    
    2008
    
    2009Purchases of copper from PEWC
    
    $
    55,360
    
    
    $
    46,882
    
    
    $
    33,426Purchases of power cables from PEWC
    
    
    11,442
    
    
    
    6,631
    
    
    
    12,211Sales to Ital-Thai and its affiliates
    
    
    8,538
    
    
    
    5,427
    
    
    
    4,144Sales to Shandong Yanggu
    
    
    572
    
    
    
    428
    
    
    
    Purchases of raw materials from Thai Metal Processing Co. Ltd
    
    
    1,222
    
    
    
    1,456
    
    
    
    955Purchases of goods from Fujikura
Limited
    
    
    766
    
    
    
    1,133
    
    
    
    1,946Interest expense paid to PEWC
    
    
    472
    
    
    
    275
    
    
    
    135Interest expense paid to PEWC Singapore Co. (Pte) Ltd
    
    
    64
    
    
    
    47
    
    
    
    19Interest income from Italian Thai Development Public Co Ltd
    
    
    
    
    
    
    75
    
    
    
    3Management fee paid to PEWC
    
    
    98
    
    
    
    189
    
    
    
    183Management fee received from PEWC, Singapore Branch
    
    
    12
    
    
    
    13
    
    
    
    13Management fee received from Italian Thai Development Public Co., Ltd
    
    
    
    
    
    
    
    
    
    
    63Purchases of goods from PEWC
    
    
    
    
    
    
    713
    
    
    
    11,247Purchases of goods from Shandong Yanggu
    
    
    450
    
    
    
    586
    
    
    
    Dividend income from Thai Metal Processing Co. Ltd.
    
    
    104
    
    
    
    130
    
    
    
    65
 F-40




---



##### 



15. RELATED PARTY BALANCES AND TRANSACTIONS
     (a)
    
    PEWC will sell copper rod to the Company, upon the Companys request, (i) at a
price consisting of the average spot price of copper on the LME for the one month prior
to purchase plus an agreed upon premium, (ii) at prices and on terms at least as
favorable as it provides copper rod to other purchasers of similar amounts of copper
rod in the same markets as PEWC and (iii) will give priority in the supply of copper
rod to the Company over other purchasers of copper rod from PEWC.(b)
    
    PEWC grants to the Company the right to distribute any wire or cable product
manufactured by PEWC in all markets in which the Company presently distributes or
develops the capability to distribute in the future, such products on such terms as
have historically been in effect or on terms at least as favorable as PEWC grants to
third parties that distribute such products in such markets. However, PEWC shall not
be required to grant to the Company the right to distribute products manufactured by
PEWC in the future in markets where the Company does not currently have the capability
to distribute unless and until PEWC has no pre-existing contractual rights which would
conflict with the grant of such right to the Company.(c)
    
    PEWC will make available to the Company, upon the Companys request and on
terms to be mutually agreed between PEWC and the Company from time to time, access to
certain of PEWCs technology (and PEWC personnel necessary to use such technology) with
respect to the design and manufacture of wire and cable products, including, without
limitation, certain fiber optic technology.(d)
    
    PEWC will make available to the Company, upon the Companys request and on
terms to be mutually agreed between PEWC and the Company from time to time, certain
services with respect to the design and manufacture of wire and cable products,
computerization, inventory control, purchasing, internal auditing, quality control,
emergency back-up services, and recruitment and training of personnel; such services
may include the training of the Companys employees and managers at PEWC facilities and
the secondment of PEWC employees and managers to the Company.(e)
    
    Each of PEWC and the Company will offer the other party the right to
participate in any negotiations with a third party concerning the establishment of any
facility or similar venture to manufacture or distribute any wire or cable product
outside of the markets where the Company currently manufactures or distributes, or
intends to develop the capability to manufacture or distribute, any wire or cable
product. Unless the Company and PEWC mutually agree otherwise, the Company shall have
the right of first refusal to enter into any definitive agreement with such third
party. If, however, such third party would not agree to the substitution of the
Company for PEWC or such substitution would prevent the
 F-41




---



##### 



15. RELATED PARTY BALANCES AND TRANSACTIONS
 successful completion of the facility or venture, PEWC will arrange for the Company
to participate to the extent possible.(f)
    
    Without the consent of the Company, PEWC will not compete with respect to the
manufacture of wire and cable products in any market in which the Company is
manufacturing or has taken significant steps to commence manufacturing.(g)
    
    For purposes of the composite services agreement, each province in China is
considered the equivalent of a market.(h)
    
    The composite services agreement dated November 7, 1996 has a three-year term.
The Agreement originally expired on November 7, 1999. The Company gave a notice to
extend the Agreement by successive one-year periods commencing on April 20, 2001. The
notice is treated as a standing notice for successive one-year period renewals until
further written notice from the Company.
  16. DEFINED CONTRIBUTION AND BENEFIT PLANS
     F-42




---



##### 



16. DEFINED CONTRIBUTION AND BENEFIT PLANS
  2008
    
    2009Change in benefit obligation:Benefit obligation at beginning of year
    
    $
    1,868
    
    
    $
    1,773Foreign currency translation adjustments
    
    
    (279
    )
    
    
    61Service cost
    
    
    107
    
    
    
    374Interest cost
    
    
    88
    
    
    
    85Benefits paid
    
    
    (11
    )
    
    
    (281
    )Actuarial loss (gain)
    
    
    
    
    
    
    Plan amendments
    
    
    
    
    
    
    Benefit obligation at end of year
    
    $
    1,773
    
    
    $
    2,012Change in plan assets:Fair value of plan assets at beginning of year
    
    $
    
    
    
    $
    Employers contributionFair value of plan assets at end of year
    
    
    
    
    
    
    Funded status
    
    $
    (1,773
    )
    
    $
    (2,012
    )Unrealized net transition obligation
    
    
    
    
    
    
    Unrecognized net actuarial loss (gain)
    
    
    
    
    
    
    Accrued benefit cost
    
    $
    (1,773
    )
    
    $
    (2,012
    )Components of net periodic benefit cost:Service cost
    
    $
    107
    
    
    $
    374Interest cost
    
    
    88
    
    
    
    85Amortizations of:Unrecognized net prior service cost (credit)
    
    
    (6
    )
    
    
    (8
    )Unrecognized actuarial loss
    
    
    2
    
    
    
    2Net periodic benefit cost
    
    $
    191
    
    
    $
    451Amounts recognized in accumulated other comprehensive loss
consist of the following: (recognized under ASC 715-30)Actuarial loss
    
    $
    163
    
    
    $
    68Prior service cost (credit)
    
    
    (99
    )
    
    
    Total recognized in other comprehensive loss
    
    $
    64
    
    
    $
    68
   F-43




---



##### 



16. DEFINED CONTRIBUTION AND BENEFIT PLANS
  2008
    
    2009Discount Rate
    
    
    5.5
    %
    
    
    5.5
    %Rate of Increase in Compensation Levels
    
    
    5.0
    %
    
    
    5.0
    %Employee turnover rates:-Prior to age 35
    
    
    2.0% - 10.0
    %
    
    
    4.0% - 15.0
    %Age 35 to 50
    
    
    2.0% - 5.0
    %
    
    
    2.0% - 7.0
    %Age 51 to 60
    
    
    
    
    
    
    
  Year ended December 312010
    
    
    2552011
    
    
    692012
    
    
    382013
    
    
    492014
    
    
    2122015 - 2019
    
    
    1,157$
    1,780
 17. SEGMENT FINANCIAL INFORMATION
 Description of Products by Segment
  Measurement of Segment Profit or Loss and Segment Assets
  F-44




---



##### 



17. SEGMENT FINANCIAL INFORMATION
 Year ended December 31,2007
    
    
    2008
    
    
    2009RevenuesRevenues from external customers:Manufactured products
    
    $
    494,805
    
    
    $
    447,848
    
    
    $
    300,121Distributed products
    
    
    10,783
    
    
    
    32,415
    
    
    
    28,102Sales, delivery and installation of wires and cables
    
    
    5,253
    
    
    
    20,535
    
    
    
    34,008Total revenues from external customers
    
    $
    510,841
    
    
    $
    500,798
    
    
    $
    362,231Intersegment revenues:Manufactured products
    
    $
    2,648
    
    
    $
    348
    
    
    $
    12,235Total segment revenues
    
    $
    513,489
    
    
    $
    501,146
    
    
    $
    374,466Reconciling itemElimination of intersegment revenues
    
    
    (2,648
    )
    
    
    (348
    )
    
    
    (12,235
    )Total revenues
    
    $
    510,841
    
    
    $
    500,798
    
    
    $
    362,231
 F-45




---



##### 



17. SEGMENT FINANCIAL INFORMATION
 Year ended December 31,2007
    
    
    2008
    
    
    2009Segment profit (loss)Manufactured products
    
    $
    44,671
    
    
    $
    37,267
    
    
    $
    20,036Distributed products
    
    
    80
    
    
    
    1,584
    
    
    
    1,517Sales, delivery and installation of wires and cables
    
    
    (347
    )
    
    
    (956
    )
    
    
    899Recovery (allowance) for inventory reserve
    
    
    1,272
    
    
    
    (25,145
    )
    
    
    23,949Total segment profit
    
    $
    45,676
    
    
    $
    12,750
    
    
    $
    46,391Reconciling itemsCorporate and other expenses
    
    
    (29,511
    )
    
    
    (29,044
    )
    
    
    (27,932
    )Exchange gain (loss)
    
    
    864
    
    
    
    (1,712
    )
    
    
    528Interest income
    
    
    1,517
    
    
    
    990
    
    
    
    458Interest expense
    
    
    (7,580
    )
    
    
    (5,769
    )
    
    
    (2,597
    )Share of net (loss) gain of equity investees
    
    
    124
    
    
    
    (142
    )
    
    
    (40
    )Gain on liquidation of subsidiary
    
    
    
    
    
    
    
    
    
    
    568Other income
    
    
    2,070
    
    
    
    2,859
    
    
    
    2,196Total income (loss) before income taxes
    
    $
    13,160
    
    
    $
    (20,068
    )
    
    $
    19,572Segment assetsManufactured products
    
    $
    373,057
    
    
    $
    283,528
    
    
    $
    280,179Distributed products
    
    
    5,117
    
    
    
    10,499
    
    
    
    6,363Sales, delivery and installation of wires and cables
    
    
    1,649
    
    
    
    416
    
    
    
    864Total segment assets
    
    $
    379,823
    
    
    $
    294,443
    
    
    $
    287,406Reconciling itemsCorporate and other assets
    
    
    12,047
    
    
    
    11,252
    
    
    
    5,383Investment in equity investee companies
    
    
    4,246
    
    
    
    4,103
    
    
    
    3,263Total assets
    
    $
    396,116
    
    
    $
    309,798
    
    
    $
    296,052Expenditures for additions to long-lived assetsManufactured products
    
    $
    2,650
    
    
    $
    3,383
    
    
    $
    3,261Distributed products
    
    
    
    
    
    
    
    
    
    
    Sales, delivery and installation of wires and cables
    
    
    
    
    
    
    
    
    
    
    Corporate
    
    
    
    
    
    
    
    
    
    
    Total expenditure for additions to long-lived assets
    
    $
    2,650
    
    
    $
    3,383
    
    
    $
    3,261
 F-46




---



##### 



17. SEGMENT FINANCIAL INFORMATION
 Year ended December 31,2007
    
    
    2008
    
    
    2009Depreciation expensesManufactured products
    
    $
    (9,050
    )
    
    $
    (7,645
    )
    
    $
    (8,927
    )Distributed products
    
    
    
    
    
    
    
    
    
    
    Sales, delivery and installation of wires and cables
    
    
    
    
    
    
    
    
    
    
    Corporate
    
    
    (29
    )
    
    
    (1
    )
    
    
    (14
    )Total depreciation expenses
    
    $
    (9,079
    )
    
    $
    (7,646
    )
    
    $
    (8,941
    )Impairment lossManufactured products
    
    $
    
    
    
    $
    
    
    
    $
    Distributed products
    
    
    
    
    
    
    
    
    
    
    Sales, delivery and installation of wires and cables
    
    
    
    
    
    
    
    
    
    
    Corporate
    
    $
    (95
    )
    
    $
    
    
    
    $
    (77
    )Total impairment expense
    
    $
    (95
    )
    
    $
    
    
    
    $
    (77
    )Interest incomeManufactured products
    
    $
    1,406
    
    
    $
    803
    
    
    $
    408Distributed products
    
    
    66
    
    
    
    107
    
    
    
    21Sales, delivery and installation of wires and cables
    
    
    45
    
    
    
    75
    
    
    
    29Corporate
    
    
    
    
    
    
    5
    
    
    
    Total interest income
    
    $
    1,517
    
    
    $
    990
    
    
    $
    458Interest expenseManufactured products
    
    $
    (7,184
    )
    
    $
    (5,368
    )
    
    $
    (2,414
    )Distributed products
    
    
    (250
    )
    
    
    (273
    )
    
    
    (59
    )Sales, delivery and installation of wires and cables
    
    
    (62
    )
    
    
    (128
    )
    
    
    (87
    )Corporate
    
    
    (84
    )
    
    
    
    
    
    
    (37
    )Total interest expense
    
    $
    (7,580
    )
    
    $
    (5,769
    )
    
    $
    (2,597
    )Share of net (loss) gain of equity investeesManufactured products
    
    $
    
    
    
    $
    
    
    
    $
    Distributed products
    
    
    
    
    
    
    
    
    
    
    Sales, delivery and installation of wires and cables
    
    
    
    
    
    
    
    
    
    
    Corporate
    
    $
    124
    
    
    $
    (142
    )
    
    $
    (40
    )Total share of net (loss) gain of equity investees
    
    $
    124
    
    
    $
    (142
    )
    
    $
    (40
    )
 F-47




---



##### 



17. SEGMENT FINANCIAL INFORMATION
  Year ended December 31,2007
    
    
    2008
    
    
    2009Manufactured products
    
    $
    7,114
    
    
    $
    11,973
    
    
    $
    10,398Distributed products
    
    
    6,710
    
    
    
    27,162
    
    
    
    22,746Sales, delivery and installation of wires and cables
    
    
    5,064
    
    
    
    20,535
    
    
    
    32,806$
    18,888
    
    
    $
    59,670
    
    
    $
    65,950
   Year ended December 31,2007
    
    
    2008
    
    
    2009Revenues from external customersThailand
    
    $
    249,337
    
    
    $
    216,364
    
    
    $
    119,225Singapore
    
    
    47,798
    
    
    
    86,625
    
    
    
    94,782Australia
    
    
    55,789
    
    
    
    62,810
    
    
    
    34,574The Peoples Republic of China
    
    
    157,917
    
    
    
    134,999
    
    
    
    113,650Total revenues from external customers
    
    $
    510,841
    
    
    $
    500,798
    
    
    $
    362,231Long-lived assets by area:Thailand
    
    $
    37,037
    
    
    $
    29,027
    
    
    $
    28,002Singapore
    
    
    8,485
    
    
    
    8,090
    
    
    
    8,069Australia
    
    
    3,965
    
    
    
    2,841
    
    
    
    3,515The Peoples Republic of China
    
    
    16,800
    
    
    
    16,819
    
    
    
    12,837Others
    
    
    32
    
    
    
    30
    
    
    
    18Total long-lived assets
    
    $
    66,319
    
    
    $
    56,807
    
    
    $
    52,441
 F-48




---



##### 



18. SUMMARIZED FINANCIAL INFORMATION OF EQUITY INVESTEES
  As o of December 31,2008
    
    
    2009Unaudited
    
    
    UnauditedCurrent assets
    
    $
    31,760
    
    
    $
    36,591Non-current assets
    
    
    18,804
    
    
    
    22,467Current liabilities
    
    
    (21,271
    )
    
    
    (29,441
    )Non-current liabilities
    
    
    (1,731
    )
    
    
    (1,824
    )Total shareholders equity
    
    $
    27,562
    
    
    $
    27,793
 Year ended December 31,2007
    
    
    2008
    
    
    2009Unaudited
    
    
    Unaudited
    
    
    UnauditedNet sales
    
    $
    24,332
    
    
    $
    34,771
    
    
    $
    28,090Sales less cost of sales
    
    
    6,469
    
    
    
    9,470
    
    
    
    6,582Net income/ (loss)
    
    
    127
    
    
    
    (1,271
    )
    
    
    (629
    )
  19. SUBSEQUENT EVENTS
   F-49