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Super Micro Coinputer B.V.
's-Hertogenbosch
Report on the
annua1 accounts 2021/2022
January 13, 2023
DeIoitte Accountants B.d7~~~
For identificatjon purpos**~~
ReIated to auditor's reporr '
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Index
Page
AnnuaI accounts 2021/2022
Management report 3
Business 3
Group Structure 3
Emp1oyees 3
Financia1 Results 4
Risk Factors Re1ated to Our Business and Industry 5
Business 0utIook 8
Financia1 statements 1 0
Ba1ance sheet as per June 30, 2021 and June 30, 2022 11
Profit and Loss Account 12
Statement of Changes in Equity 12
Notes to the financia1 statements 1 3
Notes to the Specific Items of the Ba1ance Sheet 1 9
Notes to the Specific ltems of the Profit and Loss Account 25
0ther Notes 28
0ther Information 28
DeIo~tte Accountants B.,~~~~
For identification purposep~ 2
ReIated to auditor's repoPt~ '
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Management report
Business
SuperMicro Computer B.V. (hereafter"SMC-BV'~ or "the Coinpany'~) was incorporated on May 12, I998 and was a who1Iy owned
subsidiary of Super Micro Computer Inc.. San Jose, in the United States of A1nerica. The Co1npany. having its IegaI seat in's-
1-Iertogenbosch, is engaged in thc saIe of server systems and server subsystems and accessories as we11 as assembIy and testing
services Ioca11y. We providc end-to-end green computing so1utions to the cIoud computing, data center, enterprise I1-, big data,
high performance computing, or HPC, and InternetofThings, or IoT/embedded markets. Ourso1utions range from comp1ete server,
storage, bIade and workstations to fuII racks, networking devices, server management software and techno1ogy support and
services. We offer our customers a high dcgree of f1cxibiIity and customization by providing what wc bcIicvc to bc thc industry's
broadest array of scrver configurations from which they can choosc the optima1 soIution that fits their computing needs. 0ur server
systems, subsystems and accessories are architectura11y designed to provide high Ieve1sof re1iabiIity, qua1ity and sca1abiIity, thereby
enab1ing ourcustomers to benefit from improvements in compute performance, density, thcrma1 management and power efficiency,
which Iead to Iowcr overaII totaI cost ofownership. We seII our server systems and server subsystems and acccssorics through our
direct sa1es force as we1I as through distributors, inc1uding vaIue added rese1Iers and system integrators, and 0EM/direct customers
in EMEA and ASIAPAC markets. Our objective is to be the Ieading provider of appIication optimized, high pcrformance server,
storage and networking soIutions wor1dwide.
Group Structure
From May 1, 2016 to November 30, 2019, the Company was a who1Iy owned subsidiary of Super Micro Computer LLC, an U.S.
De1aware company, through Super Micro Computer Ho1dings C.V. (hereaftcr '~SMC-CV") which was a partnership in the
Nether1ands with its principa1 activities outside the Nether1ands. Super Micro Computer LLC is owned by Super Micro Computer,
Inc. (hereafter "SMC-US-'). Through an IP Iicensing arrangement from SMC-CV the Company had the right to manufacture and
distribute products in non-Americas markets. This structure resuIted in a significant increase in activity as the Company so1d, as of
that date, aIso products in Asian and Pacific markets, which were previousIy hand1ed by our affiIiated company Super Micro
Computer, Inc. in Taiwan (hereafter "SMC-Taiwan"). 1~he Company had severaI service and manufacturing agreements in pIace
with SMC Taiwan. Under this agrecment, the Company earns a fixed operating margin of 3% of revenues.
In October 20I 6, the Conipany entered into agreements with Fiberhome TeIecommunication TechnoIogies Co., Ltd. to which the
Company contributed certain technoIogy rights in connection with an investment in a private1y-he1d company I~iberhome
Supermicro Information TechnoIogies Co., Ltd. Iocated in Wuhan, China to expand the Company's presence in China. The
transaction was c1osed in fisca1 year 2017 and the investment has been accounted for under the equity method of accounting. The
Company has a 30% minority interest in thc Associate.
On November 30, 20I9, SMC-BV entered into a ncw tax structure. Super Micro Computer HoIdings B.V. (SMC-HoIdCo) became
the new soIe shareho1dcr of SMC-BV. SMC-BV terminated its IP Iicensing agreement and entered in a new operating Iicense
agreement with SMC-US. Payab1es to SMC-CV in 20I 9/2020 were transferred to SMC-Ho1dCo ~vhich Iater transferred its
receivab1es as capitaI contribution in SMC-BV.
Under the new tax structure, SMC-Taiwan continues to provide genera1 and administrative services to SMC-BV: but wiII no Iongcr
provide Iogistics and procurement services. Non-Americas business activities are decentra1ized under the new business restructure
again. SMC-BV continues to serve the EMEA markets and SMC-Taiwan covers the Asia-Pacific countries. SMC-BV continues to
act as a Limited Risk Distributor, but mainIy focusing on EMEA market.
During the fisca1 ycar 202I/2022, the Company invested in the further growth of the organization under the new structure, which
was mainIy ref1ected in the increase of its human capita1, from 365 to 429 fu11-time empIoyees. 1-hese investtnents were done tO
support the expanded market, customer requirements and infrastructure.
The Company has significant transactions with SMC-US and SMC-Taiwan. The terms and conditions of the transactions are
ref1ected in the financiaI statements on an artns-Iength basis, using transfer prices that are based on a transactiona1 net margin
method.
The Company has two branches in the United Kingdom, Super Micro Computer Limited and SuperMicro Limited.
Emp1oyees
During the fisca1 year 202 t/2022, we en1p1oyed an average of 402 fu11-time emp1oyees, consisting of 76 empIoyees in sa1es,
marketing and product management, 89 emp1oyees in technica1 support, 98 emp1oyccs in shipping/warehousing and quaIity
contro1, I 07 empIoyees in assemb1y and 32 einp1oyees in genera1 and administration. We consider our high1y quaIified and
motivated emp1oyees to be a key factor in our business success.
0ur emp1oyees are not represented by any co1Iective bargaining organization and we havc ncver experienced a work stoppage. The
company has not insta1Ied a works counciI. Current1y, the Company and some empioyee representatives are discussing the
possibiiities to estab1ish a works counci1. . We beIicve that our re1ations with our emp1oyces are good.
DeIoitte Accountants B.*f7~~~
For identification purposep~~<~ 3
ReIated to auditor's repo~~ '
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Financia1 Resu1ts
The financia1 data 2021/2022 of Super Micro Computer B.V. is incIuded in the conso1idated financiaI statements of Super Micro
Computer Inc. The consoIidated financia1 statements of Super Micro Computer Inc. are pub1ic1y accessibIe at the Super Micro
Computer ]nc.'s corporate website (httos:Uir.suoerrnicro.com/financia1s/annuaI-reoorts/defauIt.asox).
Functiona1 currencY
1-he company assessed its functionaI and reporting currency and determined that the functionaI and reporting currency is US DoIIar
as the maiority of the purchases, sa1es and financing are conducted in tJS DoIIar. -I~hc company has e1ected based on articIe 7, sub
5 Dutch Corporation tax Law to maintain its financia1 accounts as we1I fiIing its corporation tax returns in US Do11ar.
Revenues
Net revenues consist of sa1cs of our server and storage so1utions, inc1uding server systems, subsystems and accessories. Sa1es
increased by 33% during the past year. This was primari1y due to higher saIes in Europe by 35%. In particu1ar, saIes of server
systems has increased significant1y to USD 453.9 miIIion (fisca1 year 2020/202I: USD 297.6 miIIion).
The main factors which impact our net revenues are unit voIumes shipped and average se11ing priccs. The prices for server systems
range wideIy depending upon the configuration and the prices for our subsystems and accessories vary based on the type of
components and avaiIabiIity.
Russia experienced a year over year decrease due to the confIict in that region, which decrease had an immateriaI impact on our
overa1I performance.
Cost of saIes
Cost of saIes primariIy consists ofthe costs of materia1s and production, shipping, equipment and faci1ity expenses, warranty costs
and inventory write off It increased by 33% in the past year. The increase in abso1ute U.S. doIIars of cost of sa1es was primari1y
attributab1e to the increase in output with regard to the higher sa1es. We stiI1 experienced an increase in Iogistics cost driven by
higher fueI price and avaiIabiIity of container space.
Gross Mar2in
Gross Margin as a percentage of net revenues decreased by 0.22% (fiscaI year 2020/202 I: 7.48% and fiscaI year 2021/2022:
7.26%). The s1ight decrease in gross margin was main1y due to an increase in freight cost. Logistics has continued to be a chaIIenge
as the gIobaI transportation industry, and particu1ar1y ocean transportation, has been constrained by shortages ofcontainers, Iabor,
truckers and crowded ports.
0Deratin2 exoense$
0perating expenses consist primariIy of compensation-reIatcd personneI expenses, saIcs and marketing expenses and intercompany
service recharge. It increased by USD 5.2 mi1Iion, or 20%, to USD 30.8 miIIion (1isca1 year 2020/2021: USD 25.6 miIIion). The
increase was mainIy due to two factors: higher headcounts and marketing activities. After most covid restrictions were Iifted in
EMEA market, we noticed an increase in business trave1s and more marketing events/trade shows.
Ba1ance sheet
Cash and cash equiva1ents were USD 38.5 mi11ion as of June 30, 2022 (USI) 81.3 mi11ion as of June 30, 2021). 1'he receivab1e
ba1ance from SMC-Taiwan decreased from USD 9.3 miI1ion (as ofJune 202I) to payab1e baIance at USD 19.7 miIIion as of June
2022.
During financia1 year 2021/2022, working capitaI increased USD I4.3 miIIion or 9.6%. This inc1udes an increase of USD 34.3
miIIion in net intercompany payab1e position (USD 1 1.9 miIIion to USD 46.2 miIIion), a decrease of USD 0.6 miIIion in trade
payabIes(USD35.7 miIIion to USD 35.1 miIIion), an increaseof USD 3.0 miIIion in accrued IiabiIities (USD 24.3 miI1ion to USD
27.3 miIIion) and an increase of USD 0.7 miIIion accrued taxes and sociaI security contributions (USD I0.8 miIIion to USD 1 I.5
mi11ion), offset by an increase of USD 61.9 miIIion in inventory (USD 94.5 mi1Iion to USD ]56.4 miIIion), a decrease of USD 42.8
miIIion in cash and cash equiva1ents and an increase of USD 30.0 miIIion in trade receivab1es (USD 52.9 miIIion to USD 82.9
miI1ion).
With our investment in Fiberhome Supermicro Information Techno1ogies Co., Ltd. entered in fiscaI year 2016/20I 7, we had a
financia1 fixed assetof USD 6.8 miIIion asofJune 30, 2022 (USD 5.2 miIIion as ofJune 30, 202I). For more information, we refer
to note 3 of the financia1 statements.
The Company onIy owns primary financiaI instrutnents, comprising mainIy cash and cash equivaIents, accounts receivab1es and
accounts payab1es. The current ratio decreased from 2.65 to 2.14 which is mainIy caused by higher current payabIes to affiIiated
and participating companies. This a1so resu1ted in a decrease in quick ratio from 1.59 to 1.02 and an increase in debt-to-asset ratio
from 0.45 to 0.52. Because it is mostIy re1ated to intercompany ba1ance, we do not see it as a primary risk.
The fact that the company's key opcrating activit1es are carr]ed out in Ituro, the currency risk is Iower due to a stronger US DoIIar.
In fiscaI year 2021/2022, the foreign currency rates fIuctuations resuIted in USD 1.4 miIIion profit which is incIudcd in financia1
income. For more information regarding financiaI instruments we refer to note 1 9 of the financiaI statements.
De1oitte Accountants B.~~'~~~
For identification purpos*,~0,~ 4
ReIated to auditor's repoM~ '
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Risk Factors Re1ated to Our Business and Industry
As our business continues to grow, we beIieve that our operating resuIts wiII be subiect to greater f1uctuation due to various factors,
many o f which are beyond our controI. We take these risks seriousIy and try hard to identi8' and protect our business from risks
without Iimiting the growth potentiaI of the Company. Factors that may affect operating resuIts in the future incIude:
Risk
Strategic risks appetite Impact and mitigation actions
• Variabi1ity ofour margins based on
our manufacturing capacity Considering that strategic risks are inherent to our business and
utiIization, the mix of server and industry, together with our high dependency on the parent company
storage systcms, subsystems and I~0W Super Micro Computer: Inc., our risk appetite is Iow. As we often
accessories we seII and the mix ofour acquire materia1s and key components on an as needed basis, we may
saIes to customer vertica1 markets or be 1imited in our abiIity to effectiveIy and efficient1y respond to
certain geographica1 regions. customer orders because of the then-current avaiIabiIity. 1-he risks are
overa1I contro11ed by the parent company.
• F1uctuations in avai1abi1ity and costs
associated with key components and Low Risks on investment in the Associate:
other materia1s We have a 3O% minority interest in Fiberhome Supermicro Information
Techno1ogies Co., Ltd. ("Associate") Iocated in Wuhan, China that was
estab1ished to market and sc11 corporate venture branded systems in
China based upon components and technoIogy we supp1y. We record
• The timingofthe introduction ofnew
earnings and Iosses from the Associate using the equity method of
products by Ieading microprocessor Low accounting. 0ur Ioss exposure is Iimited to the reinainderof our equity
vendors and other technoIogy
supp1iers
investment in the Associate which as of June 30, 2022 was USD 6.8
mi1Iion.
The Company wiII nionitor further changes in geopo1itica1 and trade
re1ationships between the US and China, i f any additiona1 restrictions,
or i f the Associate's opcrations wouId be curtaiIed due to inabi1ity to
• Changes in our product pricing Low
serve its custo1ners, and if any further indicators, the Cotnpany wiII re-
poIicies
assess the impairment of the invcstment.
Adverse effect of COVID-19 on 0iir business or)crations. financia1
condition and resu1ts ofoperations with uncertain severitv:
• Mergers and acquisitions among our Low COViD- I9 and its variants have continued to create voIatiIity,
competitors, supp1iers or partners uncertainty and economic disruption for many businesses worIdwide.
In an effort to contain COV1D-I9 or sIow its spread, Govcrnments
around the wor1d have enacted various measures. inc1uding orders that
govern the operations of businesscs. We are an essentiaI criticaI
infrastructure (inforination technoIogy) business under the reIevant
Low government reguIations. 0ur 1irst priority is the safety ofour work force
• US-Sino trade war
and we have therefore impIcmented nunierous heaIth precautions and
work practices to be in comp]iance with the Iaw and to operate in a safe
manner.
We have active1y managed our supp1y chain for potentiaI shortage risk
• Uncertainties with respect ofgenera1 by buiIding inventories of critica1 components required such as CPUs,
economic conditions in our Low
memory, SSDs and GPUs to support our abi1ity to fuIfi1I customer
orders.
geographic markets, such as impact of
C0VID-19
De1oitte Accountants B.4'~'~~~
For identification purposey€0<- 5
ReIated to audItor's repoPr~~'
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Risk
Financia1 risks appetite 1mpact and mitigation actions
PossibiIitv of hi2her credit risk bv offerine credit terms and f1exib1e
pavment pro2rams. whiIe the risk is covered bY the Darent companv
We have offered credit terms to our customers. As our customer base
expands, as our orders increase in size, and as we obtain morc direct
customers, we expect to offer increased credit terms and f1exib1e
payment programs to our customers. Doing so may subject us to
1,0W increased credit risk, higher accounts receivab1e with Ionger days
• Credit risk
outstanding, and incrcases in charges or reserves.
0ur parent company is annuaIIy rating the creditworthiness of each
customer and the parent company has an insurance for bankruptcy of
our customers. Furthermore, we mitigate the risk through engaging on1y
with debtors with high creditworthinessorasking forprcpayments from
customers.
Business deaIings with Super Micro erouo companies, Ab1ccom and
Compuware maY not be as favourab1e to us as arms-1ength transactions.
0ur purchases of products from our group companies and reIated
parties AbIecom and Compuware represcnted 46% and 8% of our cost
• Pricing risk due to con f1icts of Low
of sa1es respectiveIy for fiscaI year 2022. We may not negotiate or
interests enforce contractuaI terms as aggressive1y with Ab1ecom or Compuware
as we might with an unreIated paMy, and the commercia1 terms of our
agreements may be Iess favourab1e than we might obtain in negotiations
with third partics. As the pricing is controIIed centra11y by the parent
company, we don't have measures to take IocaIIy.
We asscss the Iiquidity risk associated with the current assets such as
cash, trade receivabIes and inventory and consider the risk is Iimited
We had financed our growth primariIy with funds generated from
• Liquidity risk operations. As at June 30, 2022, there were no outstanding borrowings.
Low
Short-terrn cash f1ow risk Sufficient fundin2 is euaranteed bY intercomDanY suDpIier credit
'rhe company is dependcnt on intercompany supp1icr credit to fund its
- Long-term funding risk
operations.
For more detaiIs, p1ease refer to note 22 of thc financiaI statements.
Exoosures to ooeratine activities under forei2n currencics:
0ur transactions re1ated to maiority of non-trade operating activitics
and corporate income tax have been denominated primariIy in Euro.
Those non-trade operating activities undcr other currencies which are
re-transIated to U.S. do1Iars. The exposures to exchange rate
1,OW f1uctuations from these transactions and risks arising from the foreign
• Foreign cxchange risk
currency positions are ana1ysed and recognized for profit and Ioss.
CurrentIy wc do not engage in foreign currency hcdging transactions
under a regu1ar hedging program. With the expansion ofthe business in
the future, hedging activities may be entered into when deemed
necessary.
DeIoitte Accountants B.J~~'~~~~
For identification purpose£~ 6
ReIated to auditor's reporr-
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Risk
Financia1 risks appetite Impact and mitigation actions
The crisis in eastern Europe continues to be a chaIIcnge to us, which
have customers in the impacted regions. Because of this, we have
paused sa1es to Russia, BeIarus and the restricted areas in Ukraine.
WhiIe it is difficuIt to estimate the impact on our business and
financia1 position ofour pausc in saIcs to Russia, BeIarus and the
I,ow
restricted areas in Ukraine and current or future sanctions, our pause
• Recent events in eastcrn Europe in saIes, these sanctions and continuing rising tensions couId have
adverse impacts on us in future periods, a1though they have not been
materiaI to date. No assurances can be given that additionaI
deveIopments in the impac(ed regions, and responses thereto from
g1oba1 govemments, wouId not have a materiaI adverse effect on our
business, resuIts ofoperations and financiaI condition.
There are uncertainties in gIobaI economic downturn and recent
events in eastern Europe, for which we have taken certain actions
inc1uding our increased purchase of certain critica1 materiaIs and
components as a part of our rcsponse p1anning.
Specifica1Iy, we sought to activeIy manage our suppIy chain for
• Difficu1ties in the supp1y chain and Low
potentiaI risks of shortage by first buiIding inventories of criticaI
shortages of specific materia1s components required for our motherboards and other systeni printed
circuit boards and continued to add to our inventories of key
components such as CPUs, memory, SSDs and to a Iesser extent
GPUs such that custotner orders can be fu1fiIIed as they are received.
Neverthe1ess, no assurances can be given that such efforts wi11 be
successfuI to manage inventory, and we couId be exposed to risks of
insufficient, cxcess, or obsoIete invcntory.
1nfIation has recent1y increased at a rate not seen in severa1 decades,
which may resu1t in decreased demand for our TotaI 1T SoIutions.
Low incrcases in our operating costs incIuding our Iabor costs, constrained
• 1mpact of gIoba1 inf1ation
credit and Iiquidity, reduced spending and voIatiIity in financia1
markets.
DeIoitte Accountants B.ef~~~
For identification purpos~··~3<-7
ReIated to auditor's repo~~'
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Business Out1ook
The Company is focusing on sen/ing customers in EMEA market. We pursued and are stiII pursuing new customers, growing our
business with our existing customers and expanding our product o fferings to grow our business rapidIy.
We continuousIy offer a broad range of acceIerated compute p1atforms that are app1ication-optimized server soIutions, rackmount
and b1ade servers, storage, and subsystems and accessories, which can be used to bui]d compIete server and storage systems. 1~hese
TotaI lT SoIutions and products are designed to serve a variety of markets, such as enterprise data centers, c1oud computing,
artificia1 inte1Iigence ("AI") and 5G/edge computing. Our key product Iines inc1ude Server and Storage Systems as fo1Iows:
• SuperBIade and MicroBIadeTM® system famiIies designed to share conimon computing resourccs, thereby saving space
and power over standard rackmount servers;
• SupcrStorage systcms that provide high-density storage whiIc Ieveraging an cfficient use of power to achieve
pcrformance-per-watt savings;
• Twin famiIy of mu1ti-node server systcms designed for density, performance, and power efficiency;
• UItra Server systems for demanding enterprise workIoads;
• GPU or AcceIerated systems for rapidIy growing A] inarkets;
• Data Center Optimized server systems that deIiver increased scaIabiIity and performance-per-watt with an improved
thermaI architecture;
• Embedded (5G/IoT/Edge) systems optimized for evo1ving networks and inteIIigent manageinent of connected dcvices;
• MicroC1oud server systems that de1iver node density in environments with space and power constraints.
ln addition, we provide Server Software Management So1utions and gIoba1 service & support offerings for our direct and OEM
customers and our indirect sa1es channeI partners direct1y or through approved distributors and third-party partners. 0ur services
incIude server and storage system integration, configuration and software upgrades and updates. We aIso identify service
requirements, create and execute project pIans, conduct verification testing and training and provide technicaI documentation.
In the first quarter of FY2023, our compan> stiII faced the ongoing cha1Ienges presented by the COV1D-I9 pandemic, incIuding
the einergence of any new variants. 1~herc are positive signs with the expiration of various COViD-19 mandates, vaccine
avaiIabiIity and the roIIout of boosters; however, with the possibi1ity of the emergence ofother ne~v virus strains and ongoing
adversc impacts ofthe COV1D-19 pandemic on econoinic recovery, we are unabIe to predict the uItimate extent to which the gIobaI
COVID-I 9 pandemic may further impact our business operations. financiaI performance and resuIts of operations.
Wc increased purchase of certain criticaI materiaIs and components, in response to the unccrtainties and risks reIated tO the gIobaI
econoinic downtum and recent events in easlern Europe. Bcsides that, to continue offering greater choices and optimization o four
products, we aIso maintain a high IcvcI of inventory. I f wc faiI to maintain sufficient inventory, we may not be ab1e to nieet demand
for our products on a timeIy basis, and our sa1es may suffer. Howcver, i f we overestimate customer demand for our products, we
cou1d experience excess inventory ofour products and be unab1e to seII those products at a reasonab1e pricc, or at aII. As a resuIt,
we may need to record higher inventory reserves.
The timing of Iarge orders can a1so have a significant effect on our business and operating resu1ts. From time to tinie, we receive
Iarge orders that have a significant effect on our operating resuIts in the period in which the order is recognized as revenue. For
instance, our Iarger customers may seek to fuIfiII a1I or substantiaIIy a1I of their requiremcnts in a sing1e or a few orders, and not
make another significant purchase for a substantiaI period of time. The timing of such orders is difficuIt to predict, and the timing
of rcvenue recognition from such orders may affect period to period changes in revenue. As a resuIt, our operating resuIts couId
vary materiaIIy from quarter to quarter based on the receipt of such orders and their uItimate recognition as revcnue.
0ur key operating activities are carried out in Euro, which are subiect to forcign currency exchange rate Auctuations associated
with re-measurement to U.S. doIIars. We p1an our operating expense 1eve1s based primariIy on forecasted revenue Ieve1s. These
expenscs and the impact of Iong-term commitments are re1ativeIy fixed in the shoM term. A shortfa11 in revenue cou1d Iead to
operating resu1ts being be1ow expectations because we niay not be abIe to quick1y reduce these fixed expenses in response to short-
term business changes.
We have experienced and may continue to experience difficu1ty in hiring and retaining high1y ski1Ied emp1oyees with appropriate
qua1ifications. I f we are unab1c to attract and integrate additiona1 key emp1oyees in a manner that enab1es us to scaIe our business
and operations effective1y, or if we do not maintain competitive compensation poIicies to retain our emp1oyees, our abiIity tO
operate effectiveIy and efficient1y cou1d be Iimited.
We have a 30% minority interest in a China corporate venture (Fiberhome Supermicro Information TechnoIogies Co., Ltd.) that
was estab1ished t0 market and se11 corporate venture branded systems in China based upon products and technoIogy we suppIy.
We record earnings and Iosses from the corporate venture using the equity method of accounting. We currentIy do not intend to
make any additiona1 investment in this corporate venture.
De1oitte Accountants B.e'~''~~
For identification purposey~ 8
ReIated to auditor's repo~~ '
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Any of the above factors couId have a materia1 adverse impact on our operations and financiaI resuIts. We have seen our sa1es
growing with 9% in the first three months of FY2023 compared to FY2022 and our order book is stiII high for the coming months.
We continue to enhance its internaI contro1s to improve our contro1s and procedures in anticipation ofgrowing our business within
EMEA market and support the parent company.
's-Hertogenbosch, January 1 3, 2023
Vikranth Ma1yaIa Ying Chen (from Septcmber01, 2022)
DeIoitte Accountants B.e·r'~J~7
For ident~fication purpos9,~ 9
ReIated to auditor's repoN~~'
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Financia1 statements
• Ba1ance sheet as per June 30, 2022
• Profit and Ioss account 2021/2022
• Statement of Changes in Equity
2021/2022
• Notes to the financia1 statements
DeIoitte Accountants B.~~~'~~~~
For identification purposepi~< 10
ReIated to auditor's repoM~~'
dated January 13, 2023
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Super Micro Computer B.V.
's-Hertogenbosch
Profit and Loss Account
Note 202I/2022 2020/2021
USD'000 USD'000
Net revenues 16./22, 713,289 537,693
Cost ofsaIes 17. (66I:528) (497,449)
Gross margin 51,76I 40,244
Sa1es and marketing (13,347) (I0,364)
Genera1 and administrative (I7,501) (15,238)
Tota1 operating expenses 18. (30,848) (25,602)
Operating resu1t 20,913 I4,642
FinanciaI income and expense I9. I,406 (87)
Share in profit (Ioss) of non-consoIidated I,206 I73
associaled companies 2I.
Resu1ts before taxation 23,525 14,728
Taxation 20. (6,052) (3,962)
Profit after taxation 1 7,4 73 10,766
Statement of Changes in Equity
Share Other Share Unappropriat
capita1 reservcs premium -ed resu1ts 1~otaI
USD'000 lJSD'000 USD'000 lJSD~000 USI)'000
Ba1ance as at Ju1y I, 2021 17 34,268 90,528 I0,766 I35.579
Profit appropriation - 10,766 - (10,766)
Dividend contribution - - - - -
Resu It for the year 202 I /202 2 - - - I 7,4 73 I7,473
Ba1ance as at June 30, 2022 I 7 45,034 90,528 I 7,473 I 53~052
rhe other reserves inc1ude a positive IegaI reserve ofUSD 277 in reIation to the equity accounted investment.
Share Other Share Unappropriat
capita1 reserves premium -ed resu1ts Tota1
USD'000 USD'000 USD'000 USD'000 USD'000
BaIance as at JuIy I, 2020 17 35,326 90,528 58,942 I84.813
Profit appropriation - 58,942 - (58,942)
Dividend contribution - (60,000) - - (60,000)
ResuIt for the year 2020/2021 - - 10,766 10,766
BaIance as at June 30, 202.1 17 34,268 90,528 : ~ 10,766 I35,579
The other reserves incIude a negative Iega1 reserve of USD 571 in re1ation to the equity accounted investnient.
De1oitte Accountants B.d~~
For identif,cation purposep0<' 12
ReIated to aud~tor's repo~r~ '
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Notes to the financia1 statements
Genera1
Activities
Super Micro Computer B.V. (hereafter ~'SMC-BV'' or "the Company" has its Iega1 seat at Het Sterrenbee1d 28, 5215 ML in
's-Hertogenbosch and fiIed with the 1-rade Register at the Chamber of Commerce under number I 7102792 0000, provides end-to-
end green computing so1utions to the c1oud computing, data center, enterprise IT, big data, high performance computing, or HPC,
and Internet of -rhings, or IoT/embedded markets. I-he Coinpany se11s its soIutions through a direct sa1es force as we1I as through
distributors, incIuding va1ue added reseIIers, system intcgrators, and 0EMs.
Group structure
The Company was incorporated on May I 2, 1998. The direct parcnt Company is Super Micro Computer HoIdings B.V. (hereafter
"SMC-Ho1dCo") in the Nether1ands.
The u1timate parent is Super Micro Computer Inc. (hereafter"SMC-US"), San Jose (CA), USA, a company Iisted on the NASDAQ
under the symboI SMCI.
From May 1, 20I6 to November 30, 20I9, the Company was a whoIIy owned subsidiary of Super Micro Computer LLC, an U.S.
Dc1aware company, through Super Micro Coinputer HoIdings C.V. (hereafter ''SMC-CV'') which was a partnership in the
Nether1ands with its principaI activities outside the Nether1ands. Super Micro Computer LLC is owned by SMC-US. Through an
IP Iicensing arrangement from SMC-CV the Company had the right to manufacture and distribute products in non-Americas
markets. This structure resuIted in a significant increase in activity as the Company so1d, as of that date, a1so products in Asian and
Pacific markets, which were previousIy handIed by our affiIiated company Super Micro Con~puter, Inc in Taiwan {hereafter"SMC-
Taiwan"). The Company had severa1 service and inanufacturing agreeinents in p1ace with SMC 1~aiwan. Under this agreeinent, the
Company earns a fixed operating niargin of 3% of revenues. The Company was the principaI in the arrangement as the Company
had the primary responsibiIity tO deIiver the products to the customers and detcrmined the seIIing price, bore the risk of Ioss of
inventory and credit risks of the transactions.
On November 30, 2019, SMC-BV entered into a new tax structure. Super Micro Computer I-[oIdings B.V. (SMC-I4oIdCo) became
the new soIe shareho1der of SMC-BV. SMC-BV terminated its IP Iicensing agreenicnt with SMC-BV and entcred in a new
operating Iicense agreement with SMC-US. Payab1es t0 SMC-CV in 2019/2020 was transferred to SMC-i-ioIdCo which Iater
transferred its receivab1es as capita1 contribution in SMC-BV.
Under the new tax structure, SMC-Taiwan continues to provide genera1 and administrative services to SMC-BV, but wiI1 no Ionger
provide Iogistics and procurement services. Non-Anicricas business activities are decentra1ized under the new business restructure
again. SMC-BV continues to serve the EMEA markets and SMC-Taiwan covcrs the Asia-Pacific countries. SMC-BV continues to
act as a Limited Risk Distributor, but mainIy focusing on EMEA market.
1n October 2016, the Company entered into agreements with Fiberhome TeIecommunication TechnoIogies Co., Ltd. to which the
Company contributed certain technoIogy rights in conncction with an investment in a private1y-heId company Fiberhome
Supermicro Information TechnoIogies Co., I.td. Iocated in Wuhan, China to expand the Company's presence in China. The
transaction was c1osed in fisca1 ycar 2017 and the investment has been accounted for under the equity method of accounting. The
Company has a 30% minority interest in the Associate.
A summary of thc information required under articIes 2:379 of the Nether1ands CiviI Code is given beIow:
Non-consoIidated companies:
Name Registered office Share in issued share capitaI
Fiberhome Supennicro Information Tcchno1ogies Co., Lt Wuhan, China 30%*
* 70% of the investment in this company is heId by Fiberhome TeIecommunication Techno1ogies Co., Ltd.
We have two branches in the United Kingdom, Super Micro Computer Limited and SuperMicro Limited.
De1oitte Accountants B.er0~~)
For identification purposg·*3•c- 13
ReIated to auditor's repo~~ '
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Cash f1ow statement
For2021/2022, The Company used the exemption from discIosing acash fIow statcment 202I/2022 based on the Dutch Accounting
Standard 360, paragraph I04. The financia1 statements of the Company are inc1uded in the consoIidated financia1 statements of
Super Micro Computer Inc., which incIudes a consoIidated cash fiow statement. The consoIidatcd financiaI statements of Super
Micro Computer Inc. are pubIicIy accessibIe at the Super Micro Coinputer Inc.'s corporate website.
(httDs://ir.supermicro.com/financia1s/annuaI-reDorts/defauIt.aSDX).
GeneraI accountin2 princiD1es for the prenaration of the financiaI statements
The financia1 statements have been prepared in accordancc with TitIe 9, Book 2 of the Nether1ands CiviI Code and Dutch
Accounting Standards for Medium Sized and 1~arge LegaI Entities.
Va1uation of assets and Iiabitities and determination of the resu1t takes p1ace under the historicaI cost convcntion, unIess presented
otherwise.
income and expenses are accounted for on an accrua1 basis. Profit is onIy incIuded when rea1ized on the ba1ance sheet date.
LiabiIities and Iosses originating before the end o f the financiaI year are taken into account if they have become known be fore
preparation o1~the financiaI statements.
FinanciaI instruments
FinanciaI instruments inc1ude both primary financia1 instrutnents, such as receivab1es and payabIes, and financia1 derivatives. The
notes to the specific items ofthe baIance shect disc1ose the fair vaIue ofthe reIated instrument ifthis deviates from the carrying
amount. For the princip1es of primary financia1 instrutnents, reference is made to the rccognition per ba1ance sheet item of the
'Princip1es for the va1uation of assets and IiabiIities'. The Coinpany does not have financiaI derivatives.
Accounting estimatcs and judgements
In preparing the financia1 statements, 1nanagement has to make certain .iudgments, estimates, and assumptions that affect the
app1ication of accounting po1icies and the reported amounts of assets. IiabiIities, rcvenue, and expenses. Thc actua1 outcome may
di ffer from these judgments, estimates, and assumptions, and thcrefore cou1d have a tnateria1 effect on thc carrying amount o f the
assetor1iabiIity invo1ved. 'rhe timingofoutf1ow ofresources to settIe provisions issubject to the same uncertain factors. Judgments,
estimates, and assumptions are reviewed on an ongoing basis, and are based on historica1 experience and various other factors,
inc1uding expectations about future events that are be1ieved to be reasonabIe under the circumstances and for the item invoIved.
Revisions to accounting estimates arc rccognized in the period in which the estimates are revised and in any future periods affected.
I f necessary for the purposes of providing the view required under Section 361 (1), book 2, of the Dutch CiviI Code, thc nature of
thcse estimates and .iudgemcnts, inc1uding the reIated assuinptions, is discIosed in the notes to the financia1 statements items in
question.
FunctionaI and reporting currency
The company assessed its functiona1 and reporting currency and determined that the functiona1 and reporting currency is US DoIIar
as the majority ofthe purchases, saIes and financing are conductcd in US Do1Iar. The company has e1ected based on articIe 7, sub
5 Dutch Corporation tax Law to maintain its financia1 accounts as weII fiIing its corporation tax returns in US DoIIar.
Trans1ation of foreign currency
Receivab1es, IiabiIities and obIigations denominated in foreign currencies are transIated at the exchange rates prevaiIing as at
baIance sheet date. Transactions in foreign currency during the financiaI year are recognized in the financia1 statements at the
exchange rates prevaiIing at transaction date. ~rhe exchange differences resuIting from the transIation as at baIance sheet date,
taking into account possibIe hedge transactions, are recorded in the profit and Ioss account.
Foreign group companies and non-conso1idated associated companies outside the Nether1ands qua1ify as carrying on of business
operations in a foreign country, with a functiona1 currency different from that of the company. For the trans1ation of the financia1
statements of these foreign entities, the baIance sheet items are transIated at the exchange rate at ba1ance sheet date and the profit
and 1oss account items at the exchange rate at transaction date. The exchange rate differences that arise are direct1y deducted from
or added to group equity and recognized in the trans1ation differences reserve. This Iikewise app1ies to the trans1ation differences
on Ioans that form part of the net investment in the business operations abroad.
I f business operations in a foreign country with a different functionaI currency than that of the company are disposed of, the
cumuIative transIation differences are recognized in the profit and Ioss account as part of the resu1t from the disposa1 of the business
operations abroad.
DeIoitte Accountants B.~~~~~
For identification purpos~~ 14
ReIated to auditor's reporr- ·
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Share based payments
SeveraI empIoyees participate in a share-based p1an of SMC-US and which is settIed by SMC-US. Reference is made to note 22
for more information.
Princip1es ofva1uation of assets and Iiabi1ities
Intan2ibIe Fixcd Assets
Intangib1e fixed assets are presented at cost Iess accumu1ated amortization and, if app1icab1c, Iess impairments. Amortization is
charged as a fixed percentage of cost, as spccified in more detaiI in the notes of the baIance sheet. The expected usefuI Iife and the
amortization method are reassessed at the end of each financia1 year.
The estimated usefuI Iivcs for the current year of intangib1e assets are ranging from 3 to 5 years.
TangibIe Fixed Assets
TangibIc fixed assets are presented at cost Iess accumu]ated deprcciation and, i f appIicab1e, 1ess impairments in va1ue. Depreciation
is based on theexpected usefu1 Iife and ca1cu1ated as a fixed percentage ofcost, taking into account any residua1 va1ue. Depreciation
is provided from the datc an asset con~es into use.
The cstimated usefuI Iives for the current year of tangib1e assets are as foIIows:
Land Not depreciated
BuiIding 39 years
Bui!ding 1mprovement 20 years
Machinery and Equipment 5 years
Furniture and Fixtures 5 years
Computer 3 years
Costs for periodic maintenance are charged to the resu1t at the moment they arise.
Financia1 fixed assets
Where significant inf1uence is exercised, associated companies are vaIued under the net asset va1ue method, but not 1ower than ni1
vaIue. This asset va1ue is based on the same accounting principIes as app1ied by the Company.
Associated companies with negative equity vaIue are vaIued at niI. This Iikewise takes into account other Iong-term interest that
shou1d effective1y be considered as part of the net investment in the associated company. 1 f the company fuIIy or part1y guarantees
the IiabiIities of the associated company concerned, or has the effective ob1igation respectiveIy, to enab1c the associated company
to pay its (share of the) IiabiIities, a provision is formed. Upon deterinining the provision. provisions for doubtfuI debts aIready
deducted from reccivab1es form the associated company are taking into account.
When no significant inf1uence is exercised associated companies are vaIued at costs and if appIicab1e Iess impairments in va1ue.
Upon initia1 recognition the receivab1es on and Ioans to associated companies and other receivab1es are va1ued at fair va1ue and
then vaIued at amortized costs, after deduction o f any provisions. -rhese provisions are dctermined by individuaI assessment o f thc
receivabIes.
Deferred tax assets are stated under the financiaI fixed assets i f and to the extent it is probabIe that the tax c1aim can be rea1ized in
due course. These deferred tax assets are vaIued at nominaI vaIue and have a predominant1y Iong-term character.
Jnventories
Inventories consist of purchased parts and raw materia1s (principaIIy components), work in progress (principa1Iy products being
assemb1ed) and finished goods.
Inventories are va1ued upon initia1 recognition at costs and then at Iower of cost and net rea1izab1e va1ue. This 1ower net rea1izabIe
va1ue is determined by individua1 assessment of the inventories. The va1uation of inventories of raw materia1s and consumab1es is
based on F1FO. The inventories of goods for resaIe are vaIued individuaIIy, at acquisition price or Iower net reaIizabIe vaIue.
The work in progress and the ~nventories of finished goods are va1ued upon initiaI recognition at cost and then at the 1ower of cost
of manu facture and net rea1izabIe va1ue. This Iower net reaIizab1e va1ue is determined by individua1 assessment of the inventories.
Cost of manufacture inc1udes direct materiaIs used, direct wages and machine costs and othcr direct costs of manufacture, together
with app1icabIe production overhead.
Net rea1izab1e va1ue is based on estimated seIIing price, Iess any future costs to be incurred for comp1etion and disposaI.
Trade receivab1es and receivab1es from DarticiDatiniz and affiIiated oarties
Upon initia1 recognition the receivabIes va1ued at fair va1ue and then va1ued at amor1ized cost. Provisions decmed necessary for
possib1e bad debt Iosses are deducted. ~I~hese provisions are determined by individua1 assessment of the receivab!es.
DeIoitte Accountants B.~~~~
For identification purposey~ 1 5
ReIated to auditor's repoM~~'
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Short-term investment
Short term investments consist of the deposits with a duration Ionger than 3 months, va1ued at face va1ue.
Cash and cash eauivaients
Cash and cash equivaIents consists of cash at banks and short-term deposits with a duration shorter than 3 months. Cash is va1ued
at facc va1ue. I f cash is not free1y disposab1e, then this has been discIosed.
I~rovisions
Provisionfor emp1oyee benefitS
The Company's pension pIan is a de1ined contribution pIan, which is financed t1~rough contributions to thc pensi~~n providers. The
contributions are paid to the pension providers as an cxpense in the profit and Ioss account.
Based on the administration agreement, it is assessed whether and, i f so, which obIigations exist in addition to the payment of the
annuaI contribution due to the pension provider as at baIance sheet date. These additiona1 ob1igations, if any, Iead to expenses for
the Company and arc inc1uded in a provision on the baIance sheet.
The vaIuation of the obIigation is thc best estimate of the amounts required to settIe this as at baIance sheet date. Additions to and
reIease of the ob1igations are recognized in the profit and Ioss account. A pension receivabIe is incIuded in the ba1ance sheet when
the Company has the right of disposa1 over the pension receivab1e and it is probab1e that the future economic benefits which the
pension receivabIe ho1ds wiII accrue to the Company, and the pension receivab1e can be rcIiab1y estabIished.
As at baIance sheet date 202 I /2022 (and 2020/202 I), no pension recei vab1es and no obIigations ex isted for the Company in addiiion
to the payment of the annua1 contribution due to the pension providcr.
Provisionfor deferred tax !iabi1ities
For amounts of taxation payabIe in the future, due to differences between the vaIuation principIes in the annuaI report and tIie
vaIuation for taxation purposes of the appropriate ba1ance sheet items, a provision has been forined for the aggregate of these
di fferences, muItip1ied by the enacted rate of taxation. These provisions are reduced by amounts of taxation recoverabIe in the
future in respect of the carry-forward of unused tax Iosses, to the extent that it is probab1e that future tax profits wiII be avai1ab1e
for settIement. The provision for deferred tax IiabiIities is va1ued at nomina1 va1ue.
Lon2-term IiabiIities
The 1ong-terni Iiabi1ities consist of Iong-terin portion of deferred revenues, which represents bi11ed services in advance which
incIudes extended warranty, on-site technicaI support, and hardware and software maintenance. Upon initiaI recognition, it is stated
at fair vaIue and then vaIued at aniortized cost.
GencralIy, the payment terjns of the Conipany's offerings range from 30 to 60 days. 1n certain instances, customers may prepay
for products and scrvices in advance of de1ivcry. I~eccivab1cs rc1atc to thc Company's right to considcration for pcrformancc
obIigations comp1eted (or partia1Iy comp1eted) for which the Company has an unconditionaI right to consideration.
Contract assets are rights to consideration in exchangc for goods or services that the Company has transfcrred to a customer when
such right is conditionaI on something othcr than the passage of time.
Contract IiabiIities consist ofdeferred revenue and re1ate to amounts invoiced to or advance consideration received from customers,
which precede lhe Company's satisfaction of the associated perj'ormance ob1igation(s). The Coinpany's deferred revenue prjmariIy
resuIts from customer payments received upfront for extended warrantics and on-site services because these performance
obIigations are satisfied over time.
As part of determintng the transaction price in contracts with customers, the Company estimatcs reserves for future sa1es returns
based on a review of its history of actua1 returns for each major product Iine. With the adoption of 1FRS 1 5, a refund IiabiIity is
recorded at the time of saIe for estimated product returns and an asset is recognized for the amount expected to be recorded in
inventory upon product return, Iess the expected recovcry costs.
Warranties are offered by the Company ranging from ! 5 to 39 months against any defective products. Accrua1s for anticipated
future warranty costs are charged to cost of sa1cs and inc1uded in accrued 1iabiIities and other Iong-term IiabiIities. The Company
accrues for estimated returns of defective products at the time revenue is recognized based on historicaI warranty experience and
reccnt trends. 1 f the actua1 costs of product repair and rep1acement are significant1y higher or 1ower than estimated, the Company
may make revisions to its ~varranty reserve.
The 1ong-term Iiabi1ities aIso inc1ude the deferred 1icense revenue resu1ting from se]]ing the techno1ogy to our Associate in China,
which is recognized over the cxpccted·Ii fe tiine of 20 years.
Current Iiabi1ities and DavabIes to particiDatinR and affiIiated Darties
The current IiabiIities and payab1es inc1ude a,nounts due to third parties and reIated paMies that need to be paid within I2 months
of ba1ance sheet date and the short-term portion of deferrcd revenue. The current IiabiIities aIso incIude Iong-tern~ Ioans that have
become due within I2 months of the ba1ance sheet date.
De1oitte Accountants B.~~~~~
For identification purposey~ 1 6
ReIated to auditor's repo~~~'
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Princip1es ofva1uation of equity
The Ieiza1 entitv forms a reva1uation reserve for:
·vaIue increases of assets. not being financiaI instruments. which have been directIy recorded in sharehoIders' equity;
·va1ue increases of financiaI instruments, not being hedging instruments, which have been direct1y recorded in shareho1ders' equity;
·vaIue increases of assets whose changes in va1ue are recorded in the profit and Ioss account and for which no frequent inarket
quotations exist; and
·changes in va1ue of derivatives that are vaIued at fair vaIue and to which cash f1o~v hedge accounting is app1ied. The reva1uation
reserve is reduced by deferred taxes, if differences exist between va1uation for financiaI reporting purposes and va1uation for tax
purposes. The rea1ized part of the reva1uation reserve is taken to the other reserves.
TransIation reserve for associated comDanies
The trans1ation reserve for associatcd companies is formed in the amount of the share of the Company in the resuIts and direct
increases of the associated companies since thc initia1 va1uation of these associated companics at net asset vaIue, insofar as the
Company cannot reaIize a distribution without Iimitations. The statutory reserve for associated companies is determined
individuaIIy.
Princip1es for the determination of the rcsu1t
Net revenues
To recognize revenue under IFRS I 5, the Company app1ies the foI1owing five steps:
(i) identif9 the contract(s) with a custotner. (ii) idcntii9 the performance obIigations in the contract. (iii) determine the transaction
price. (iv) a1Iocate the transaction price to each performance obIigation on the basis of the re1ative stand-a1one se1Iing prices of
each distinct good or service promised in the contract (v) recognize rcvenue when a performance obIigation is satisfied by
transferring a promised good or scrvice to a customer.
The Company generates revenues from the sa1e of server and storage systems, subsystems and accessories, services, server software
management soIutions and support services.
Product sa1es. ~Ne recognize revenue fron~ saIes of products, such as server systems and components, when controI is transferred
to customers, which generaIIy happens at the point of shipment or upon dc1ivcry, unIess customer acceptance is uncerlain. A
receivab1e is rccognized at the point of shipment or upon deIivery as these are the points in time when the receivabIe becomes
unconditionaI. Products soId are deIivered via shipnient from our faciIities or drop shipment directIy to our customer froni our
vendor. We may usc distributors to se11 products to end customers. Revenue from distributors is recognized when the distributor
obtains controI of the product, which genera1Iy happens at the point of shipment or upon de1ivery, unIess customer acceptance is
uncertain, and in the amount of consideration to which we expect to be entitIed.
As part o f determining the transaction price in contracts with custoniers, we estimate reserves for future saIes returns based on a
review of our history of actua1 returns for each major product Iine. Based upon historica1 experience a refund Iiabi1ity is recorded
at the time of sa1e for estimated product returns and an asset is recognized for the amount expected t0 be recordcd in inventory
upon product return, Iess the expected recovery costs. We aIso reduce rcvenue for the cstimated costs o1~customer and distributor
programs and inccntive offerings such as price protection and rebates as wc1I as the estimated costs of cooperative marketing
arrangements ~vhere the fair va1ue o f the benefit derived from thc costs cannot be reasonab1y estimated. Any provision for customer
and distributor progranis and other discounts is recorded as a reduction of revenuc at the time of saIe based on an evaIuation of the
contract tcrms and historica1 expericnce.
Services sales 0ur sa1c ofserv ices mainIy consists ofextended ~varranty and on-site services. Revenue reIated to extended warranty
commences upon the expiration of the standard warranty period and is recognized ratab1y over the contractua1 period as we stand
ready to perform any required warranty service. Post contract-customer support is Iimited to minor periodic performance updates
pushed out by the Company (pIease refer to note II. Contract assets and contract IiabiIities). Revenue is deferred at the time ofthe
reIated hardware revenue recognition and recognized on a straight-Iine basis over the assumed Iife of the hardware.
Revenue re1ated to on-site services commences upon recognition of the product sa1e and is recognizcd ratab1y over the contractua1
period as the on-site services are made avai1abIe to the customer. These service contracts are typica1Iy one to five years in Iength.
Service revenue has been Iess than 10% of net saIes for aII periods presented and is not separateIy disc1osed.
The customer pays the amount for services at the commencement o f the contract, which is the moment the receivab1e becomes
unconditiona1.
Contracts with mu1tip1e promised goods and services. Certain of our contracts contain muItip1e promised goods and services.
Performance obIigations in a contract are identified based on the promised goods or services that wi1I be transferred to the customer
that are both capabIe of being distinct, whereby the customer can benefit from the service either on its own or together with other
resources that are readiIy avaiIab1e from third parties or from us, and are distinct in the context o f the contract, whereby the transfer
of the services is separateIy identifiab1e from other promises in t1ie contract. If these criteria are not met, the promised goods and
services are accounted for as a combined performance obIigation. Revenue a1Iocated to each performance ob1igation is recognized
at the time the re1ated performance obIigation is satisfied by transferring controI of the promised good or service to a c;©mer.
De1oitte Accountants B.1~7~~~~~~
For identification purposey~i< 17
ReIated to aud~tor's repo~r~ '
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
I fthecontract containsa sing1e performance obIigation, the entire transaction price isa11ocated to the sing1e performance ob1igation.
Contracts that contain mu1tipIe performance ob1igations require an a11ocation of the transaction price to each performance
ob1igation based on a reIative standa1one se11ing price basis. We determine standa1one seIIing prices based on the price at which
the performance ob1igation is so1d separate1y. I fthe standaIone seIIing price is not observab1e through past transactions, we cstimate
the standaIone se1Iing price taking into account avaiIab1e inforrnation, such as interna1Iy approved pricing guidcIines with respect
to geographies, customer type, interna1 costs, and gross margin objcctives, for the re1ated performance ob1igations.
When we receive consideration from a customer prior to transferring goods or services to the customer, we record a contract IiabiIity
(deferred revenue). We a1so recognize deferred revenuc whcn we have an unconditiona1 right to consideration (i.e., a receivabIc)
before transfcr of controI ofgoods or services to a customer.
We consider shipping & hand1ing activities as costs to fuIfi1I the sa1es o f products or a separate performance ob1igation i f controI
of the product transfers to the customer before the shipment takes p1ace. Shipping revenue is inc1uded in net sa1cs whcn controI of
the product is transferred to the customer, and the reIated shipping and hand1ing costs are inc1uded in cost.
License revenue resu1ting from se1Iing the techno1ogy to our Associate in China, is rccognized on a Iinear basis over 20 years untiI
the obIigations are fuIfiIIed.
Cost ofSa1es
-I~he cost of sa1es consists of the cost of goods soId and de1ivercd, consisting of direct use of materia1s, direct wages and machine
costs and other direct and indirect production costs that can be attributed to the production.
Sa1es and marketinR
Sa1es and marketing expenses consist primariIy of saIaries, stock-based compensation and incentive bonuses for our sa1es and
marketing personneI, costs for tradeshows and advertising, indepcndent saIes representative fees and marketing programs.
Genera1 and administration
GeneraI and administrative expenses consist primariIy ofgeneraI corporate costs, incIuding personne1 expenses, financia1 reporting,
information technoIogy, corporate governance and coinpIiance and outside IegaI, audit and tax fees.
Waees and sa1aries
Wages and saIaries inc1ude base sa1aries, bonus, pension, hoIiday a11owance, unused ho1idays, empIoyee benefits and re1ated wage
tax.
Share in resu1t of non-consoIidated associated con~panies
Where significant int1uencc is cxerciscd ovcr associated companies, the company's share in the associated company is incIuded in
the profit and Ioss account. The resu1t is detern1ined on the basis of the accounting princip1es app1ied by the company.
Where no significant in f1uence isexercised, the dividend income is accounted for in the profit and Ioss account as financia1 income.
Taxation
The corporate income tax is caIcuIated at the appIicabIe rate on the resuIt for the financia1 year. The functionaI currency for
corporate income tax is US doIIar.
DeIoitte Accountants B.J¢I~~~~
For identification purposey13~< 18
ReIated to auditor's repoPf~'
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Notes to the Specific 1tems of the BaIance Sheet
AII amounts are recorded in thousands of U.S. do1Iars, un1ess stated otherwise.
1. Intangib1e fixed assets
Software 1-ota1
USD'000 USD'000
Acquisition costs as of June 30, 202I 986 986
CumuIative amortization as ofJunc 30, 2021 (960) (960)
Book va1ue as of June 30, 202I 26 26
Acquisitions - -
Amortization (I6) (16)
Book vaIue as ofJune 30, 2022 10 10
Acquisition costs as ofJune 30, 2022 986 986
CumuIative amortization as ofJune 30, 2022 (976) (976)
Book va1ue as ofJune 30, 2022 I0 I0
Amortiza(ion percentage: Ranging from 3 to 5 years
2. Tangib1e fixed assets
Machinery Furniture Asscts
and and Land and under
equipment fixtures Computers BuiIdings construction Tota1
USD'000 USD-00 IJSD'000 USD'000 USD'000 USD'000
0
Acquisition costs as ofJune 30, 2021 441 4,304 9I4 1,375 141 7,I75
Cumu1ative amortization as ofJune 30, 2021 (295) (3,203) (724) (50) - (4,272)
Book va1ue as ofJune 30, 2021 146 I.101 190 I,325 14] 2.903
Acquisitions 112 I8] - 12 3I4 619
I'ransfer - I2I - 2 (I23) -
Depreciation (62) (432) (95) (36) - (625)
Disposa1 (4) - - - (4)
Adiustment - - (18) (I8)
Book va1ue as ofJune 30, 2022 192 97I 95 I,303 3I4 2,875 :
Acquisition costs as of .Iune 30, 2022 534 4,606 914 I,389 3I4 7,757
CumuIative amortization as of June 30, 2022 (342) (3,635) (8I9) (86) - (4,882)
Book vaIue as ofJune 30, 2022
192 971 95 I,303 3t4, 2.875
Depreciation percentages 20% 20% 33% 0% - 5%
The adiustment is reIated to service and maintenance that shou1d be rccorded as expense during the year 2020/2021.
3. FinanciaI fixed assets
1n October 2016, the Company entered into agreements with Fiberhome Te1ecoinmunication TechnoIogies Co., Ltd. to which the
Company contributcd certain technoIogy rights in connection with an investment in a privateIy-hcId company Fiberhomc
Supermicro Information 1~echnoIogies Co., Ltd. Iocated in Wuhan, China to expand the Company's presence in China. The equity
in earnings (Iosses) of the Associate was USD 1,206 and USD I73 for the year ended June 30, 2022 and June 30, 202I. The
Company recorded a deferred license revenue re1ated to the contribution of certain teehno1ogy rights of USD 1 0,000 it~~~~,6~2017,
DeIoitte Accountants B.eT ,~'
For identifIcation purpos9·•€~j<' 1 9
ReIated to auditor's repo~~~'
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
The Iicense revenue is being recognized over a period of 20 years which represents the estimated period over which the remaining
ob1igations wiII be fuIfiIIed. As at June 30, 2022 and June 30, 2021, the remaining defcrred Iicense revenue is USD 7,250 and
7,750, respectiveIy.
The Company soId no products to the Associate during the year 202 I/2022 (USD 0 during the year 2020/202 I). As of June 30,
2022, the Company's equity investment in the Associate was USD 6,804 and was recorded under financia1 fixed assets on the
Company's ba1ance sheets.
6.30.2022 6.30.202I
lJSD'()()() 1JSD'()0()
0pening book va1ue of the investment 5,229 4,122
Profit eIimination of unrea1ized gain 369 934
Gain (1oss) on equity investment 1,206 I73
CIosing book va1ue of the investment 6,804 5,229
The deferred 1icense revenue we invested in the Associate wi11 be amortized in 20 years.
6.30.2022 6.30.202I
USD'000 lJSD*000
Opening book va1ue of the deferred Iicense revenue 7,750 8,250
Recognized in current period (500) (500)
C1osing book va1ue of the deferred Iicense revenue 7,250 7,750
4. Inventories
6.30.2022 6.30.202I
USD'000 1JSD'000
Raw materiaIs and consumab1es 9,209 6,353
Finished goods I47,214 88,1 70
Work-in-progress - -
I56,423 94,523
Wc periodica1Iy review our inventorics for potentia1 s1ow-moving or obso1ete items and write down specific items to net rea1ize
va1ue as appropriatc. I:inished goods inventory rcpresents competed products awaiting shipment. On this a provision ofUSD 9,175
(2020/2021: USD 7,722) has bccn rccorded for obso1escence.
In 202I/2022, the finished goods and goods for resa1e inc1uded tJSD 6,211 goods in transit re1ated to purchases (2020/2021: lJSD
8,959) and USD 2,965 (2020/2021: USD 2,008) goods in transit re1ated to saIes orders for which economic tit1e has not transferred
to the customer
No inventory is p1edged as co1Iatera1 for Iiabi1ities.
The cost of inventorics that was rccognized as an expense of the sa1es to third parties in the profit and Ioss account during the
financia] year, amounts to USD 585,727 (2020/202I: USD 438,473).
5. Trade receivab1es
6.30.2022 6.30.2021
USD'000 lJSD'000
1-rade receivab1es 83,367 53,319
Provision for bad debts (443) (452)
82,924 : 52,867
Custoniers are subjected to a credit review process that eva1uates each custonier's financiaj position and abiji!y and intent to pay.
0n a quarter1y basis, the Company makes estimates of its uncoIIectib1e accounts receivab1e by ana1yzing the aging ;~~ccounts
DeIoitte Accountants B.e~~''~~
For identification purposeyQ0¥<~ 20
ReIated to auditor's repo~''
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
receivabIe, history of bad debts, customer concentrations, customer-credit-worthiness, and current economic trends to eva1uate the
adequacy of the a1Iowance for doubtfuI accounts.
The tota1 amount is due within one year. A provision for doubtfuI debts was formed during the financia1 year amounting to USD
443 (2020/2021: USD 452).
6. Receivab1es from affi1iated and participating companies
The receivab1es main1y reIate to intercompany Ioan to participating company (SMC-US) which has undefincd maturity date with
interest bearing at 0.18% per annum. The Ioan can be refunded within one business day. The intercompany Ioan to participating
company as of June 30, 2022 is USD 25,000. We asscssed the recoverabiIity of these receivabIes and concIuded that there is no
coIIectabi1ity issue identified. AIso, refer to note 12 of the financia1 statements.
7. 0ther receivab1es and prepayments
6.30.2022 6.30.2021
US])'000 USD'000
Deferred service costs 1,149 I,233
Prepaid expenses 699 438
Asset for recovery 844 353
Other receivab1es 1,42I 109
4,1I3 2,I33
As at June 30, 2022, the asset expected upon product for return is USD 844 (2020/202 I : USD 353).
8. Short-term investment
The short-term investment of USD 59 is a Bank of America certificate of deposit at a fixed tcrm o f one year tiII May 31, 2023. 1t
bears an interest of0.01%.
9. Cash and cash equiva1ents
An amount ofUSD II1 (2020/202I : USD 125) is not at free disposaI ofthe Company as a resuIt of issued bank guarantces for
Ieaseofbui1dings.
10. SharehoIder's equity
I-he movements during the financia1 ycar are as fo11ows:
Tota1
USI)'000
Ba]ance asat July 1,2021 I35,579
Net profit forthe year 2021/2022 I7,473
Ba1ance as at June 30, 2022 153,052
Issued share capita1 amounts to USD I7.30 or EUR 18.40, comprising 1,840,000 common sharcs with a par va1ue of EUR 0.01
each.
Appropriation of resu1t for the financia1 ycar 2020/2021
The annuaI report 2020/202 I ~vas adopted in thc GeneraI Meeting heId on March 03, 2022. The Genera1 Meeting has determined
the appropriation of resuIt in accordance with the proposa1 being made to that end name1y, for the fuI1 resu1t to be added to the
other reserves.
Proposed appropriation of resu1t for the financia1 year 2021/2022
The Board of Directors propose the fo11owing appropriation of the resu1t ibr financiaI year 2021/2022 amounting to l~~~~ 17,473
shouId be transferred to the other reserves. The financiaI statements have not yet rcfIected this proposaI.
DeIoitte Accountants B.J¢I''0'~~
For identification purposeyd&¢ 21
ReIated to auditor's repo~r~'
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
11. Contract assets and contract Iiabi1ities
The contract Iiabi1ities primari1y re1ate to the consideration received from customers before satisfying performance obIigations
such as warranties services. Contract IiabiIitics reIatc to the foIIowing type of revenue streams:
6.30.2022 6.30.202I
USD'000 USD'000
Current Non-currcnt Current Non-current
Deferred service revenue 3,330 3,344 3,525 3,4I9
Defcrred warranty revenue I,733 2,132 2,938 1,992
Deferred Iicense revenue 500 6,750 500 7,250
I)eferred other revenue 0 - 2 -
5,563 I 2,226 6,965 12,66I
The current por1ion of the deferred revenue in FY2020/202 I has been recognized as revenue in FY2021/2022. The Company
expccts that of the non-current portion, revenue wiII be recognized in the foIIowing years:
2023/2024 2024/2025 2025/2026 2026/2027 From 2027/2028
USD'000 USD'000 USD'000 USD'000 USD'000
Deferred service revenue I,727 9I3 455 200 49
Deferred warranty revcnue 1,100 616 3I6 99 1
2,827 I,529 77I 299 50
Deferred Iicense revenue 500 500 500 500 4,750
3,327 2,029 I,27I 799 4,800
1n addition to the contract baIances discIosed above, the Company has a1so recognized an asset in re1ation to costs to fuIfiI a contract
of USD I9I (2020/202I: USD 55).
12. Payab1es to affi1iated and participating companies
The payab1es to affiIiated and participating companies consist ofthe foIIowing:
6.30.2022 6.30.202I
USD'000 USD'000
Accounts payabIes to participating company 51,955 2 I,439
Accounts payab1es to affiIiatcd company I9,800 70
71,755 21,509
1~he payabIes to participating company (SMC-US) and the payabIes to affiIiated company are not interest bearing. The increase of
payab1es to participating company is mainIy driven by higher payabIe to SMC-US reIated to transfer pricing chargcs and othcr
items which iS tradc in nature. No other repayment scheduIe has been agreed upon and no securities have been given. AII payabIes
are due within one year.
13. Taxes and socia1 security contributions
6.30.2022 6.30.2021
USD'000 USD'000
Corporate income tax 1,956 849
Va1ue added tax I,040 550
Wage tax 850 769
- 3,846 :: ~ _ 2,I68
DeIoitte Accountants B.~'~~~
For identif~cat~on purposepQ0K- 22
ReIated to auditor's repo~~~'
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
14. Current accrued IiabiIities
Current accrued IiabiIities consist of:
6.30.2022 6.30.202 I
USD'000 USD'000
PayroII reIated accrua1s 2,327 2,I24
Accrued marketing fund 1,564 1,328
Advance payments I7,544 I2,328
Accrued payab1es for goods in transit from 3rd parties I,622 3,472
Accrued payabIes for goods in transit from re1ated parties - 124
Accrued warranty expenses I,I96 1,738
Refund IiabiIity I ,071 522
Accrued freight cost I,715 I,34I
Contract IiabiIity I88 1,0I7
0thers 41 345
27,268 24.339
1 1
Advanced payments reIate to the payments received from customers in advance (prepayment), which increases due to more back
orders from customers. Contract Iiabi1ity is 1ower due to Iower payments received from customcrs in re1ation to non-cance1ab1e
non-refundabIe orders. Goods In Transit is for inventory whereby the vendor has shippcd and tT-ansferred the risks to the Company
before it's deIivered to the Coinpany's destination.
Financia1 instruments
For the notes to financia1 instruments reference is made to the specific item by itetn note.
The Company's poIicy in respect of financia1 risks is incIuded be1ow.
Foreien cl1rrencv risk
The main financia1 risk the Company is exposed to is currency risk. The main currency causing such risk is euros. Risks arising
from currency positions are anaIyzed, and when deemed necessary hedging activities are performed.
Credit risk
The credit risk associated with the receivabIes is Iimited, as no concentration of credit with a singIe customer which carries an
unusua1Iy high credit risk. 1~he Company mitigatcs the risk through cngagingonIy with debtors with high creditworthinessorasking
for prepayments from customers.
Liauiditv risk
The Iiquidity risk associated with the current asscts is Iimitcd. The majority of the current assets reIate to trade rcceivabIes, for
which the Company mitigatcs the Iiquidity risk as described under credit risk above, and inventory, which is based on the expected
demand.
Contingent 1iabi1i!ies
The Company has entered into operating Iease agreements for buiIdings, cars and coffee machincs. Thc reIated contingent IiabiIities
as ofJune 30, 2022 consist of:
Less than 1 ycar 0ne to five years More than five years
BuiIdings 1,428 3,502 -
Cars 17 -
Coffee machines I 7 3 -
Tota1 1,462 3,505
The re1ated contingent ]iabi1ities as ofJune 30, 2021 consist of:
Less than 1 year 0ne to five years More than fivc years
BuiIdings 1,264 5,002 -
Cars 31 22 -
Coffee machines I 9 22 -
TotaI 1,314 5,046
Operating Iease and rentaI expenses amounted to USD 1,356 (2020/202I: USD 1,39I) are inc1uded in housing and otheroperating
expenses.
The Cotnpany issued bank guarantees towards third parties for USD 1II (2020/2021: USD 125).
DeIoitte Accountants B.*f''~~~
For identification purpos~·t[0K~ 23
ReIated to auditor's repo~~ '
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
15. Provisions
6.30.2022 6.30.2021
USD'000 USD'000
Tax provision 7,657 8,673
7,657 8,673
Pending a discussion with the Dutch Tax Authority about doub1e taxation for the FY1 7 through FY20, we made a provision of
EUR 7.3 miIIion (USD 7.7 miIIion). The decrease is due to foreign currency trans1ation as the ba1ance is denominatcd in EUR. We
bc1ievc that our returns forthose years were in comp1iance with the appIicabIe tax Iaw and, ifdenied, we bcIieve we can successfuIIy
dcfend our tax trcatment in court.
DeIoitte Accountants B.~1'~~~
For identification purpos~~~ 24
ReIated to aud~tor's reporr- ·
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
Notes to the SDecific 1tems of the Profit and Loss Account
16. Net revenues
The company derives revenue from the transfer of goods and services over time and at a point in time for the foIIowing mai0r
product Iines and geographica1 regions:
2021/2022 2020/202 1
USD'000 USD'000
Europe 642,363 475,771
Asia 5,131 1(),270
US - -
Rest of wor1d 8.962 8,809
Affi1iated Company 56,833 42,843
Tota1 7I3,289 537,693
2021/2022 2020/202 I
USD-000 USD'000
Servers 453,90I 297,590
Components 189,07 I I83,408
Software 4,920 3,668
Service 8,564 10,184
Affi1iated Company 56,833 42.843
Tota] 713,289 537,693
2021/2022 2020/2021
USD'000 USD'000
0ver time revenue 6,617 9,284
Point in time revenue 649,839 485,566
Point in time revenue (affiIiated company) 56,833 42,843
Tota1 537,693
7I3,289
0veraII revenues from the goods saIes and serviccs saIes after the aIIocation of the transaction price to each performance obIigation
in 2021/2022 are USD 704,725 and USD 8,564, respective1y. Revenues from the sa1es ofgoods and services in 2020/2021 were
USD 527,509 and USD 10,184, respectiveIy.
17. Cost of goods so1d
2021/2022 2020/202 I
USD'000 USD'000
Direct finished goods consumption 636,448 474,719
Purchase price variance (42,959) (22,82I)
License cost (Fee from parent) 32,865 17,036
Service, warranty and freight cost I9,055 13,806
Direct Iabor wages and sa1aries 1 I,750 I 0,484
Indirect Iabor cost 2,524 2,830
1nventory reserves I,845 I,395
Tota1 66I,528 497,449
Service, warranty and freight cost inc1ude intercompany service charge of USD 0 (2020/2021: USD 595) and overhead aIIocation
of USD 2,I53 (2020/2021: USD 276).
De1oitte Accountants 8.vf~~~
For identification purposey~<' 25
ReIated to auditor's repoM'~'
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
18. 0perating expenses
202I/2022 2020/202 I
USD'000 USD'000
Wages, saIaries and socia1 security charges 21,685 I8,585
jntcrcompany service charge 1,264 299
Depreciation 641 956
Housing 2,442 2,345
Extcrna1 consuItants expenses I,068 1,079
Sa1es activities expenses 1,245 506
Audit fecs and tax service fees 196 235
Bad debts provision expenscs (9) 3
0ther expenses 2,3 I 5 I,594
-I'ota1 operating expense 30,847 : 25,602
Genera1 and administration expenses inc1ude USD 1,264 (2020/2021: USD 299) service fees charged by group companies. Refer
to note 22 ofthe financia1 statements. The decrease o f bad debt provision derived by the re1ease of bad debt provision in 202 I/2022
which re1ated to the payment received from the customer.
Wages, sa1aries and socia1 security charges
2021/2022 2020/202 I
1JSD'000 USD'000
Wages and sa1aries 28,085 24,522
Socia1 security charges 5,350 4,547
33,435 29,069
2021/2022 2020/202I
Direct Iabor cost reIated to products 1 I,750 10,484
Sa1es and marketing ]1,266 9.080
Genera] and administration 10,4I9 9,505
33,435 29,069
The sociaI security charges inc1ude pension costs re1ated to aII operationa1 activities. The pension costs amount to USD I,246
(2020/202I: USD 1,003).
The average number ofemp1oyees broken down by activity, was as foIIows:
202!/2022 2020/2021
SaIes and Marketing 76 66
Technica1 Support and Services 89 82
Warehouse, Purchasing and Qua1ity ControI 98 79
Assemb1y I07 90
Administration 32 33
Tota1 number of empIoyees 402 350
1 1
On average, 51 empIoyees were working outside of the NetherIands in 202I/2022 (2020/2021: 41 emp1oyees).
Fees paid to the auditjirm and ifs ne1work
The fo1Iowing tab1e sets forth the aggregate audit fees biIIed to us by DeIoitte Accountants B.V. and fees paid to DeIoitte
Be1astingadviseurs B.V. for tax services in the fee categories indicated be1ow for fisca1 years 2022 and 202 I .
2021/2022 2020/2021
Audit fees 190 197
Tax fecs 6 9
I96 206
De1oitte Accountants B.~;*I~7
For identification purpos5K~ 26
ReIated to aud~tor's repof'r-- '
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
No other audit re1ated services, advisory services or non-audit services were provided by the audit firm, nor has the Company paid
fees to other firms in the DeIoitte network.
19. Financia1 income and expense
FinanciaI income and expense re1ates to net interest income of USD 44 (2020/202I : USD 4), other income of USD 0 (2020/2021:
USD 18) and currency transIation profit of USD 1,362 (2020/2021: currency transIation Iossof USD I01).
20. Taxation on resu1t of ordinary activitie5
1~he functionaI currency for corporate income tax is in U.S. doIIar. Thc commerciaI profit before taxation amounts to USD 23,525
(2020/2021: USD 14,728). The Company had an Advanced Pricing Agreement with Dutch tax authorities before the tax
restructuring on November 30, 2019, and has an 1ntercompany Agreement with SMC-US for the Iicense whereby taxes are
ca]cuIated based on a fixed percentage (3%) of profit rea1ized in the fisca1 year. In March 2020, the Company received a pre1iminary
tax assessment for2016/2017of26 miIIion by Dutch tax authoritiesdue to the Iate fiIing. The Company beIieves that the assessment
has no Iega1 basis and thereforc does not meet the criteria to rccord a tax reserve. The Company is current with its tax fiIings.
The effective tax rate is 25.7%.
2I. Share in profit (1oss) of participations
The share in profit (1oss) of participations amounts to USD I,206 (2020/2021: USD 173).
22. RcIated party transactions
The maiority of the products so1d by Super Micro Computer B.V. are purchased from Super Micro group companics. These
purchases are conducted at arin's Iength, using transfer prtces that are based on a transactionaI net margin method. In addition to
purchases from reIated parties, Super Micro Co1nputer B.V. aIso se11s to Super Micro Computer 1nc. and Super Micro CoInputer
Inc. Taiwan.
2021/2022 2020/202I
USD'000 USD'000
I~urchases from participating and afTi1iated companies 307,I01 200,803
Sa1es to participating and aftiIiated companics 56,833 42,843
Further, thc Company purchased products from enti1ies, of which the statutory director of Super Micro Computer lnc. is aIso a
member of thc board of directors. In addition, thc Company a1so soId products to these entities. The Company a1so se1Is products
to its Associate. 1-he purchases and revenue consist of the foIIowing:
202I/2022 2020/202 I
USD'000 USD'000
Purchases from AbIecom TechnoIogy Inc. 42,424 35,341
Purchase from Compuware Techno1ogy Inc. ] 0,285 6,977
Revenues to Compuware Techno1ogy 1nc. -
Revenues to the Associate
As at June 30, 2022 the amount owed to Ab1ecom Techno1ogy Inc. in connection with trading was USD 1,992. In addition, as at
Junc 30, 2022 the amount owed to Compuware TechnoIogy 1nc. in connection with trading was USD 1,390. 1n view of the nature
of the Iiabi1ities, they have been treated as trade payab1es.
De1oitte Accountants B.~/'~~
For identification purposey€~¥~ 27
ReIated to auditor's repoM7-'
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
The company is charged by Super Micro Korea for expenses incurred under sa1es, marketing and technica1 support services. These
charges consist of the foIIowing:
Super Micro
Korea
ljSD'000
Cost of saies
0ther opcrating cxpenses 1,264
Tota1 1,264
Severa1 emp1oyees participate in the share based payment p1an on SMC-US IeveI. The reIated cost are not rechargcd to the
Company.
Other Notes
Remuneration of (former) statutory director
1n accordance with articIe 383.I Book 2 of the Dutch CiviI Code, the Company has not disc1osed the remuneration o f the statutory
directors as it can be traced back to one singIe naturaI person.
Subsequent Events
Subsequent events were eva1uated up to January 1 3, 2023, which is the approved date of this annua1 report. As of September 0I,
2022, Ying Chen has been appointed as statutory director. There are no other significant events to report.
Siiznin2 of the finHncia1 statements
January 13, 2023
Super Micro Computer B.V.
Vikranth Ma1ya1a Ying Chen (from September 0I. 2022)
Statutory director Statutory director
0ther Information
Branches and non-consoIidated companics of Super Micro Computer B.V.
Nameofbranches Country of 1ncorporation
Super Micro Computer Limited United Kingdom
Super Micro Limited United Kingdoin
Name of Non-conso1idated Companies Country of Incorporation
Fiberhome Supermicro 1nformation Techno1ogies Co., Ltd China
De1oitte Accountants B.~1'~~~
For identification purposep~4< 28
ReIated to auditor's repoP~~'
dated January 13, 2023
Super Micro Computer B.V.
's-Hertogenbosch
]ndependent auditor's report
Reference is made to the independent auditor's report as inc1uded hereinafter.
De1oitte Accountants B.*f1~~~~
For identification purposeyd&~ 29
ReIated to auditor's repo~-1
dated January 13, 2023
De1oitte~
De1oitte Accountants B.v.
FI~ght Forum 1
3072 AP Rotterdam
P.0.B0x 2031
3000 CA Rotterdam
NetherIands
TeI: +31 (0)88 288 2888
Fax: +31 (0)88 288 9924
www.de1oitte.nI
Independent auditor's report
To the shareho1ders of Super Micro Computer B.V.
REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS THE YEAR ENDED
JUNE 30, 2022
0ur opinion
We have audited the accompanying financiaI statements the year ended June 30, 2022 of Super Micro
Computer B.V., based in 's-Hertogenbosch.
In our opinion the accompanying financiaI statements give a true and fair view of the financiaI position of
Super Micro Computer B.V. as at year ended June 30, 2022, and of its resuIt for the year ended
June 30, 2022 in accordar1ce with Part 9 of Book 2 of the Dutch CjvjI Code.
The financiaI statements comprise:
1. The baIance sheet as at year ended June 30, 2022.
2. The profit and Ioss account for the year ended June 30, 2022.
3. The statement of changes in equity for the year ended June 30, 2022.
4. The notes compris~ng a summary of the accounting poI~cies and other expIanatory ~nformat~on.
Basis for our opinion
We conducted our audit in accordance with Dutch Iaw, inc1uding the Dutch Standards on Auditing. Our
resPonsibiIities under those standards are further described in the "0ur responsibiIities for the audit of the
financiaI statements" section of our report.
We are independent of Super Micro Computer B.V. in accordance with the Wet toezicht
accountantsorganisaties (Wta, Audit firms supervision act), the Verordening inzake de onafhankeIiJkheid van
accountants bij assurance-opdrachten (ViO, Code of Ethics for Professiona] Accountants, a reguIation with
respect to independence) and other re1evant independence reguIations in the Nether1ands. Furthermore, we
have comp1~ed with the Verordening gedrags- en beroepsregeIs accountants (VGBA, Dutch Code of Eth~cs).
We be1ieve the audit evidence we have obtajned js suffjcjent and appropriate to provide a basis for our
opinion.
REPORT ON THE OTHER INFORMATION INCLUDED IN THE ANNUAL REPORT
In addition to the financiaI statements and our auditor's report thereon, the AnnuaI Report contains other
information that consists of:
• Management Report.
• 0ther Information as required by Part 9 of Book 2 of the Dutch CiviI Code.
DeIoitte Accountants B.V. is reg1stered with the Trade Register of the Chamberof Commerce and Industry ~n Rotterdam number 24362853. De1o1tte
Accountants B.V. ~s a Nether1andsaff~I~ate of DeIo~tte NSE LLP, a member f1rm of DeIo,tte Touche Tohmatsu Lim1ted.
230102149E/BF/1
De1oitte~
Based on the fo11owing procedures performed, we conc1ude that the other information:
• Is consistent with the financiaI statements and does not contain materiaI misstatements.
• Contains the information as required by Part 9 of Book 2 of the Dutch CiviI Code.
We have read the other information. Based on our knowIedge and understanding obtained through our audit
of the financiaI statements or otherwise, we have considered whether the other information contains
materiaI misstatements.
By performing these procedures, we comp1y with the requirements of Part 9 of Book 2 of the Dutch CiviI
Code and the Dutch Standard 720. The scope of the procedures performed is substantiaIIy Iess than the
scope of those performed in our audit of the financiaI statements.
Management is responsib1e for the preparation of the other information, inc1uding the Management Board's
Report in accordance with Part 9 of Book 2 of the Dutch CiviI Code, and the other information as required by
Part 9 of Book 2 of the Dutch CiviI Code.
DESCRIPTION OF RESPONSIBILITIES REGARDING THE FINANCIAL STATEMENTS
Responsibi1ities of management for the financia1 statements
Management is responsibIe for the preparation and fa~r presentation of the financiaI statements in
accordance with Part 9 of Book 2 of the Dutch CiviI Code. Furthermore, management is responsibIe for such
internaI controI as management determines is necessary to enabIe the preparation of the financiaI
statements that are free from materiaI misstatement, whether due to fraud or error.
As part of the preparation of the financiaI statements, management is responsibIe for assessing the
company's abiIity to continue as a going concern. Based on the financiaI reporting framework mentioned,
management shouId prepare the financiaI statements using the going concern basis of accounttng unIess
management either ~ntends to Iiqu~date the company or to cease operations, or has no reaI~stic aIternat1ve
but to do so.
Management shouId discIose events and circumstances that may cast significant doubt on the company's
abiIity to continue as a going concern in the financiaI statements.
0ur responsibi1ities for the audit of the financia1 statements
0ur obJective is to p1an and perform the audit assignment in a manner that aIIows us to obtain sufficient and
appropriate audit evidence for our opinion.
Our audit has been performed with a high, but not absoIute, IeveI of assurance, which means we may not
detect aII materiaI errors and fraud during our audit.
Misstatements can arise from fraud or error and are considered materiaI if, individuaIIy or in the aggregate,
they couId reasonabIy be expected to inf1uence the econom1c decisions of users taken on the bas~s of these
financiaI statements. The materiaIity affects the nature, timing and extent of our audit procedures and the
evaIuation of the effect of identified misstatements on our opinion.
230102149E/BF/2
De1oitte~
We have exercised professionaI judgement and have maintained professionaI skepticism throughout the
audit, ~n accordance with Dutch Standards on Audit~ng, eth~caI requ~rements and independence
requirements. 0ur audit incIuded among others:
• Identifying and assessing the risks of materiaI misstatement of the financiaI statements, whether due to
fraud or error, designing and performing audit procedures responsive to those risks, and obtaining audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a
materiaI misstatement resuIting from fraud is higher than for one resuIting from error, as fraud may
invo1ve coIIusion, forgery, intentionaI omissions, misrepresentations, or the override of internaI controI.
• 0btaining an understanding of internaI contro1 reIevant to the audit in order to design audit procedures
that are appropr~ate ~n the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the company's internaI controI.
• EvaIuating the appropriateness of accounting poIicies used and the reasonabIeness of accounting
estimates and reIated disc1osures made by management.
• Conc1uding on the appropriateness of management's use of the going concern basis of accounting, and
based on the audit evidence obtained, whether a materiaI uncertainty exists reIated to events or
conditions that may cast significant doubt on the company's abiIity to continue as a going concern. If we
conc1ude that a materiaI uncertainty exists, we are required to draw attention in our auditor's report to
the reIated discIosures in the financiaI statements or, if such discIosures are inadequate, to modify our
opinion. 0ur concIusions are based on the audit evidence obtained up to the date of our auditor's report.
However, future events or conditions may cause the company to cease to continue as a going concern.
• EvaIuating the overaII presentation, structure and content of the financiaI statements, inc1uding the
discIosures.
• EvaIuating whether the f~nanciaI statements represent the under1ying transact~ons and events in a
manner that achieves fair presentation.
Because we are uItimateIy responsibIe for the opinion, we are aIso responsib1e for directing, supervising and
performing the group audit. In this respect we have determined the nature and extent of the audit
procedures to be carried out for group entities. Decisive were the size and/or the risk profiIe of the group
entities or operations. 0n this basis, we se1ected group entities for which an audit or review had to be
carried out on the compIete set of financiaI information or specific items.
We communicate with management regarding, among other matters, the pIanned scope and timing of the
audit and sign~f1cant audit findings, 1nc1uding any sign~f1cant findings 1n 1nternaI controI that we identif1ed
during our audit.
Eindhoven, January 13, 2023
De1oitte Accountants B.V.
S~gned on the or~ginaI: A.J.M. Zwama-Bombeeck
230102149E/BF/3

More Related Content

Super Micro BV Annual Report Financial Year 2022

  • 1. kEEEEEI~I~Z21a,.._..-..-...-..-.-~ I Datum t0. ,U£a ~ deponenng t vastste11ing ~ Super Micro Coinputer B.V. 's-Hertogenbosch Report on the annua1 accounts 2021/2022 January 13, 2023 DeIoitte Accountants B.d7~~~ For identificatjon purpos**~~ ReIated to auditor's reporr ' dated January 13, 2023
  • 2. Super Micro Computer B.V. 's-Hertogenbosch Index Page AnnuaI accounts 2021/2022 Management report 3 Business 3 Group Structure 3 Emp1oyees 3 Financia1 Results 4 Risk Factors Re1ated to Our Business and Industry 5 Business 0utIook 8 Financia1 statements 1 0 Ba1ance sheet as per June 30, 2021 and June 30, 2022 11 Profit and Loss Account 12 Statement of Changes in Equity 12 Notes to the financia1 statements 1 3 Notes to the Specific Items of the Ba1ance Sheet 1 9 Notes to the Specific ltems of the Profit and Loss Account 25 0ther Notes 28 0ther Information 28 DeIo~tte Accountants B.,~~~~ For identification purposep~ 2 ReIated to auditor's repoPt~ ' dated January 13, 2023
  • 3. Super Micro Computer B.V. 's-Hertogenbosch Management report Business SuperMicro Computer B.V. (hereafter"SMC-BV'~ or "the Coinpany'~) was incorporated on May 12, I998 and was a who1Iy owned subsidiary of Super Micro Computer Inc.. San Jose, in the United States of A1nerica. The Co1npany. having its IegaI seat in's- 1-Iertogenbosch, is engaged in thc saIe of server systems and server subsystems and accessories as we11 as assembIy and testing services Ioca11y. We providc end-to-end green computing so1utions to the cIoud computing, data center, enterprise I1-, big data, high performance computing, or HPC, and InternetofThings, or IoT/embedded markets. Ourso1utions range from comp1ete server, storage, bIade and workstations to fuII racks, networking devices, server management software and techno1ogy support and services. We offer our customers a high dcgree of f1cxibiIity and customization by providing what wc bcIicvc to bc thc industry's broadest array of scrver configurations from which they can choosc the optima1 soIution that fits their computing needs. 0ur server systems, subsystems and accessories are architectura11y designed to provide high Ieve1sof re1iabiIity, qua1ity and sca1abiIity, thereby enab1ing ourcustomers to benefit from improvements in compute performance, density, thcrma1 management and power efficiency, which Iead to Iowcr overaII totaI cost ofownership. We seII our server systems and server subsystems and acccssorics through our direct sa1es force as we1I as through distributors, inc1uding vaIue added rese1Iers and system integrators, and 0EM/direct customers in EMEA and ASIAPAC markets. Our objective is to be the Ieading provider of appIication optimized, high pcrformance server, storage and networking soIutions wor1dwide. Group Structure From May 1, 2016 to November 30, 2019, the Company was a who1Iy owned subsidiary of Super Micro Computer LLC, an U.S. De1aware company, through Super Micro Computer Ho1dings C.V. (hereaftcr '~SMC-CV") which was a partnership in the Nether1ands with its principa1 activities outside the Nether1ands. Super Micro Computer LLC is owned by Super Micro Computer, Inc. (hereafter "SMC-US-'). Through an IP Iicensing arrangement from SMC-CV the Company had the right to manufacture and distribute products in non-Americas markets. This structure resuIted in a significant increase in activity as the Company so1d, as of that date, aIso products in Asian and Pacific markets, which were previousIy hand1ed by our affiIiated company Super Micro Computer, Inc. in Taiwan (hereafter "SMC-Taiwan"). 1~he Company had severaI service and manufacturing agreements in pIace with SMC Taiwan. Under this agrecment, the Company earns a fixed operating margin of 3% of revenues. In October 20I 6, the Conipany entered into agreements with Fiberhome TeIecommunication TechnoIogies Co., Ltd. to which the Company contributed certain technoIogy rights in connection with an investment in a private1y-he1d company I~iberhome Supermicro Information TechnoIogies Co., Ltd. Iocated in Wuhan, China to expand the Company's presence in China. The transaction was c1osed in fisca1 year 2017 and the investment has been accounted for under the equity method of accounting. The Company has a 30% minority interest in thc Associate. On November 30, 20I9, SMC-BV entered into a ncw tax structure. Super Micro Computer HoIdings B.V. (SMC-HoIdCo) became the new soIe shareho1dcr of SMC-BV. SMC-BV terminated its IP Iicensing agreement and entered in a new operating Iicense agreement with SMC-US. Payab1es to SMC-CV in 20I 9/2020 were transferred to SMC-Ho1dCo ~vhich Iater transferred its receivab1es as capitaI contribution in SMC-BV. Under the new tax structure, SMC-Taiwan continues to provide genera1 and administrative services to SMC-BV: but wiII no Iongcr provide Iogistics and procurement services. Non-Americas business activities are decentra1ized under the new business restructure again. SMC-BV continues to serve the EMEA markets and SMC-Taiwan covers the Asia-Pacific countries. SMC-BV continues to act as a Limited Risk Distributor, but mainIy focusing on EMEA market. During the fisca1 ycar 202I/2022, the Company invested in the further growth of the organization under the new structure, which was mainIy ref1ected in the increase of its human capita1, from 365 to 429 fu11-time empIoyees. 1-hese investtnents were done tO support the expanded market, customer requirements and infrastructure. The Company has significant transactions with SMC-US and SMC-Taiwan. The terms and conditions of the transactions are ref1ected in the financiaI statements on an artns-Iength basis, using transfer prices that are based on a transactiona1 net margin method. The Company has two branches in the United Kingdom, Super Micro Computer Limited and SuperMicro Limited. Emp1oyees During the fisca1 year 202 t/2022, we en1p1oyed an average of 402 fu11-time emp1oyees, consisting of 76 empIoyees in sa1es, marketing and product management, 89 emp1oyees in technica1 support, 98 emp1oyccs in shipping/warehousing and quaIity contro1, I 07 empIoyees in assemb1y and 32 einp1oyees in genera1 and administration. We consider our high1y quaIified and motivated emp1oyees to be a key factor in our business success. 0ur emp1oyees are not represented by any co1Iective bargaining organization and we havc ncver experienced a work stoppage. The company has not insta1Ied a works counciI. Current1y, the Company and some empioyee representatives are discussing the possibiiities to estab1ish a works counci1. . We beIicve that our re1ations with our emp1oyces are good. DeIoitte Accountants B.*f7~~~ For identification purposep~~<~ 3 ReIated to auditor's repo~~ ' dated January 13, 2023
  • 4. Super Micro Computer B.V. 's-Hertogenbosch Financia1 Resu1ts The financia1 data 2021/2022 of Super Micro Computer B.V. is incIuded in the conso1idated financiaI statements of Super Micro Computer Inc. The consoIidated financia1 statements of Super Micro Computer Inc. are pub1ic1y accessibIe at the Super Micro Computer ]nc.'s corporate website (httos:Uir.suoerrnicro.com/financia1s/annuaI-reoorts/defauIt.asox). Functiona1 currencY 1-he company assessed its functionaI and reporting currency and determined that the functionaI and reporting currency is US DoIIar as the maiority of the purchases, sa1es and financing are conducted in tJS DoIIar. -I~hc company has e1ected based on articIe 7, sub 5 Dutch Corporation tax Law to maintain its financia1 accounts as we1I fiIing its corporation tax returns in US Do11ar. Revenues Net revenues consist of sa1cs of our server and storage so1utions, inc1uding server systems, subsystems and accessories. Sa1es increased by 33% during the past year. This was primari1y due to higher saIes in Europe by 35%. In particu1ar, saIes of server systems has increased significant1y to USD 453.9 miIIion (fisca1 year 2020/202I: USD 297.6 miIIion). The main factors which impact our net revenues are unit voIumes shipped and average se11ing priccs. The prices for server systems range wideIy depending upon the configuration and the prices for our subsystems and accessories vary based on the type of components and avaiIabiIity. Russia experienced a year over year decrease due to the confIict in that region, which decrease had an immateriaI impact on our overa1I performance. Cost of saIes Cost of saIes primariIy consists ofthe costs of materia1s and production, shipping, equipment and faci1ity expenses, warranty costs and inventory write off It increased by 33% in the past year. The increase in abso1ute U.S. doIIars of cost of sa1es was primari1y attributab1e to the increase in output with regard to the higher sa1es. We stiI1 experienced an increase in Iogistics cost driven by higher fueI price and avaiIabiIity of container space. Gross Mar2in Gross Margin as a percentage of net revenues decreased by 0.22% (fiscaI year 2020/202 I: 7.48% and fiscaI year 2021/2022: 7.26%). The s1ight decrease in gross margin was main1y due to an increase in freight cost. Logistics has continued to be a chaIIenge as the gIobaI transportation industry, and particu1ar1y ocean transportation, has been constrained by shortages ofcontainers, Iabor, truckers and crowded ports. 0Deratin2 exoense$ 0perating expenses consist primariIy of compensation-reIatcd personneI expenses, saIcs and marketing expenses and intercompany service recharge. It increased by USD 5.2 mi1Iion, or 20%, to USD 30.8 miIIion (1isca1 year 2020/2021: USD 25.6 miIIion). The increase was mainIy due to two factors: higher headcounts and marketing activities. After most covid restrictions were Iifted in EMEA market, we noticed an increase in business trave1s and more marketing events/trade shows. Ba1ance sheet Cash and cash equiva1ents were USD 38.5 mi11ion as of June 30, 2022 (USI) 81.3 mi11ion as of June 30, 2021). 1'he receivab1e ba1ance from SMC-Taiwan decreased from USD 9.3 miI1ion (as ofJune 202I) to payab1e baIance at USD 19.7 miIIion as of June 2022. During financia1 year 2021/2022, working capitaI increased USD I4.3 miIIion or 9.6%. This inc1udes an increase of USD 34.3 miIIion in net intercompany payab1e position (USD 1 1.9 miIIion to USD 46.2 miIIion), a decrease of USD 0.6 miIIion in trade payabIes(USD35.7 miIIion to USD 35.1 miIIion), an increaseof USD 3.0 miIIion in accrued IiabiIities (USD 24.3 miI1ion to USD 27.3 miIIion) and an increase of USD 0.7 miIIion accrued taxes and sociaI security contributions (USD I0.8 miIIion to USD 1 I.5 mi11ion), offset by an increase of USD 61.9 miIIion in inventory (USD 94.5 mi1Iion to USD ]56.4 miIIion), a decrease of USD 42.8 miIIion in cash and cash equiva1ents and an increase of USD 30.0 miIIion in trade receivab1es (USD 52.9 miIIion to USD 82.9 miI1ion). With our investment in Fiberhome Supermicro Information Techno1ogies Co., Ltd. entered in fiscaI year 2016/20I 7, we had a financia1 fixed assetof USD 6.8 miIIion asofJune 30, 2022 (USD 5.2 miIIion as ofJune 30, 202I). For more information, we refer to note 3 of the financia1 statements. The Company onIy owns primary financiaI instrutnents, comprising mainIy cash and cash equivaIents, accounts receivab1es and accounts payab1es. The current ratio decreased from 2.65 to 2.14 which is mainIy caused by higher current payabIes to affiIiated and participating companies. This a1so resu1ted in a decrease in quick ratio from 1.59 to 1.02 and an increase in debt-to-asset ratio from 0.45 to 0.52. Because it is mostIy re1ated to intercompany ba1ance, we do not see it as a primary risk. The fact that the company's key opcrating activit1es are carr]ed out in Ituro, the currency risk is Iower due to a stronger US DoIIar. In fiscaI year 2021/2022, the foreign currency rates fIuctuations resuIted in USD 1.4 miIIion profit which is incIudcd in financia1 income. For more information regarding financiaI instruments we refer to note 1 9 of the financiaI statements. De1oitte Accountants B.~~'~~~ For identification purpos*,~0,~ 4 ReIated to auditor's repoM~ ' dated January 13, 2023
  • 5. Super Micro Computer B.V. 's-Hertogenbosch Risk Factors Re1ated to Our Business and Industry As our business continues to grow, we beIieve that our operating resuIts wiII be subiect to greater f1uctuation due to various factors, many o f which are beyond our controI. We take these risks seriousIy and try hard to identi8' and protect our business from risks without Iimiting the growth potentiaI of the Company. Factors that may affect operating resuIts in the future incIude: Risk Strategic risks appetite Impact and mitigation actions • Variabi1ity ofour margins based on our manufacturing capacity Considering that strategic risks are inherent to our business and utiIization, the mix of server and industry, together with our high dependency on the parent company storage systcms, subsystems and I~0W Super Micro Computer: Inc., our risk appetite is Iow. As we often accessories we seII and the mix ofour acquire materia1s and key components on an as needed basis, we may saIes to customer vertica1 markets or be 1imited in our abiIity to effectiveIy and efficient1y respond to certain geographica1 regions. customer orders because of the then-current avaiIabiIity. 1-he risks are overa1I contro11ed by the parent company. • F1uctuations in avai1abi1ity and costs associated with key components and Low Risks on investment in the Associate: other materia1s We have a 3O% minority interest in Fiberhome Supermicro Information Techno1ogies Co., Ltd. ("Associate") Iocated in Wuhan, China that was estab1ished to market and sc11 corporate venture branded systems in China based upon components and technoIogy we supp1y. We record • The timingofthe introduction ofnew earnings and Iosses from the Associate using the equity method of products by Ieading microprocessor Low accounting. 0ur Ioss exposure is Iimited to the reinainderof our equity vendors and other technoIogy supp1iers investment in the Associate which as of June 30, 2022 was USD 6.8 mi1Iion. The Company wiII nionitor further changes in geopo1itica1 and trade re1ationships between the US and China, i f any additiona1 restrictions, or i f the Associate's opcrations wouId be curtaiIed due to inabi1ity to • Changes in our product pricing Low serve its custo1ners, and if any further indicators, the Cotnpany wiII re- poIicies assess the impairment of the invcstment. Adverse effect of COVID-19 on 0iir business or)crations. financia1 condition and resu1ts ofoperations with uncertain severitv: • Mergers and acquisitions among our Low COViD- I9 and its variants have continued to create voIatiIity, competitors, supp1iers or partners uncertainty and economic disruption for many businesses worIdwide. In an effort to contain COV1D-I9 or sIow its spread, Govcrnments around the wor1d have enacted various measures. inc1uding orders that govern the operations of businesscs. We are an essentiaI criticaI infrastructure (inforination technoIogy) business under the reIevant Low government reguIations. 0ur 1irst priority is the safety ofour work force • US-Sino trade war and we have therefore impIcmented nunierous heaIth precautions and work practices to be in comp]iance with the Iaw and to operate in a safe manner. We have active1y managed our supp1y chain for potentiaI shortage risk • Uncertainties with respect ofgenera1 by buiIding inventories of critica1 components required such as CPUs, economic conditions in our Low memory, SSDs and GPUs to support our abi1ity to fuIfi1I customer orders. geographic markets, such as impact of C0VID-19 De1oitte Accountants B.4'~'~~~ For identification purposey€0<- 5 ReIated to audItor's repoPr~~' dated January 13, 2023
  • 6. Super Micro Computer B.V. 's-Hertogenbosch Risk Financia1 risks appetite 1mpact and mitigation actions PossibiIitv of hi2her credit risk bv offerine credit terms and f1exib1e pavment pro2rams. whiIe the risk is covered bY the Darent companv We have offered credit terms to our customers. As our customer base expands, as our orders increase in size, and as we obtain morc direct customers, we expect to offer increased credit terms and f1exib1e payment programs to our customers. Doing so may subject us to 1,0W increased credit risk, higher accounts receivab1e with Ionger days • Credit risk outstanding, and incrcases in charges or reserves. 0ur parent company is annuaIIy rating the creditworthiness of each customer and the parent company has an insurance for bankruptcy of our customers. Furthermore, we mitigate the risk through engaging on1y with debtors with high creditworthinessorasking forprcpayments from customers. Business deaIings with Super Micro erouo companies, Ab1ccom and Compuware maY not be as favourab1e to us as arms-1ength transactions. 0ur purchases of products from our group companies and reIated parties AbIecom and Compuware represcnted 46% and 8% of our cost • Pricing risk due to con f1icts of Low of sa1es respectiveIy for fiscaI year 2022. We may not negotiate or interests enforce contractuaI terms as aggressive1y with Ab1ecom or Compuware as we might with an unreIated paMy, and the commercia1 terms of our agreements may be Iess favourab1e than we might obtain in negotiations with third partics. As the pricing is controIIed centra11y by the parent company, we don't have measures to take IocaIIy. We asscss the Iiquidity risk associated with the current assets such as cash, trade receivabIes and inventory and consider the risk is Iimited We had financed our growth primariIy with funds generated from • Liquidity risk operations. As at June 30, 2022, there were no outstanding borrowings. Low Short-terrn cash f1ow risk Sufficient fundin2 is euaranteed bY intercomDanY suDpIier credit 'rhe company is dependcnt on intercompany supp1icr credit to fund its - Long-term funding risk operations. For more detaiIs, p1ease refer to note 22 of thc financiaI statements. Exoosures to ooeratine activities under forei2n currencics: 0ur transactions re1ated to maiority of non-trade operating activitics and corporate income tax have been denominated primariIy in Euro. Those non-trade operating activities undcr other currencies which are re-transIated to U.S. do1Iars. The exposures to exchange rate 1,OW f1uctuations from these transactions and risks arising from the foreign • Foreign cxchange risk currency positions are ana1ysed and recognized for profit and Ioss. CurrentIy wc do not engage in foreign currency hcdging transactions under a regu1ar hedging program. With the expansion ofthe business in the future, hedging activities may be entered into when deemed necessary. DeIoitte Accountants B.J~~'~~~~ For identification purpose£~ 6 ReIated to auditor's reporr- dated January 13, 2023
  • 7. Super Micro Computer B.V. 's-Hertogenbosch Risk Financia1 risks appetite Impact and mitigation actions The crisis in eastern Europe continues to be a chaIIcnge to us, which have customers in the impacted regions. Because of this, we have paused sa1es to Russia, BeIarus and the restricted areas in Ukraine. WhiIe it is difficuIt to estimate the impact on our business and financia1 position ofour pausc in saIcs to Russia, BeIarus and the I,ow restricted areas in Ukraine and current or future sanctions, our pause • Recent events in eastcrn Europe in saIes, these sanctions and continuing rising tensions couId have adverse impacts on us in future periods, a1though they have not been materiaI to date. No assurances can be given that additionaI deveIopments in the impac(ed regions, and responses thereto from g1oba1 govemments, wouId not have a materiaI adverse effect on our business, resuIts ofoperations and financiaI condition. There are uncertainties in gIobaI economic downturn and recent events in eastern Europe, for which we have taken certain actions inc1uding our increased purchase of certain critica1 materiaIs and components as a part of our rcsponse p1anning. Specifica1Iy, we sought to activeIy manage our suppIy chain for • Difficu1ties in the supp1y chain and Low potentiaI risks of shortage by first buiIding inventories of criticaI shortages of specific materia1s components required for our motherboards and other systeni printed circuit boards and continued to add to our inventories of key components such as CPUs, memory, SSDs and to a Iesser extent GPUs such that custotner orders can be fu1fiIIed as they are received. Neverthe1ess, no assurances can be given that such efforts wi11 be successfuI to manage inventory, and we couId be exposed to risks of insufficient, cxcess, or obsoIete invcntory. 1nfIation has recent1y increased at a rate not seen in severa1 decades, which may resu1t in decreased demand for our TotaI 1T SoIutions. Low incrcases in our operating costs incIuding our Iabor costs, constrained • 1mpact of gIoba1 inf1ation credit and Iiquidity, reduced spending and voIatiIity in financia1 markets. DeIoitte Accountants B.ef~~~ For identification purpos~··~3<-7 ReIated to auditor's repo~~' dated January 13, 2023
  • 8. Super Micro Computer B.V. 's-Hertogenbosch Business Out1ook The Company is focusing on sen/ing customers in EMEA market. We pursued and are stiII pursuing new customers, growing our business with our existing customers and expanding our product o fferings to grow our business rapidIy. We continuousIy offer a broad range of acceIerated compute p1atforms that are app1ication-optimized server soIutions, rackmount and b1ade servers, storage, and subsystems and accessories, which can be used to bui]d compIete server and storage systems. 1~hese TotaI lT SoIutions and products are designed to serve a variety of markets, such as enterprise data centers, c1oud computing, artificia1 inte1Iigence ("AI") and 5G/edge computing. Our key product Iines inc1ude Server and Storage Systems as fo1Iows: • SuperBIade and MicroBIadeTM® system famiIies designed to share conimon computing resourccs, thereby saving space and power over standard rackmount servers; • SupcrStorage systcms that provide high-density storage whiIc Ieveraging an cfficient use of power to achieve pcrformance-per-watt savings; • Twin famiIy of mu1ti-node server systcms designed for density, performance, and power efficiency; • UItra Server systems for demanding enterprise workIoads; • GPU or AcceIerated systems for rapidIy growing A] inarkets; • Data Center Optimized server systems that deIiver increased scaIabiIity and performance-per-watt with an improved thermaI architecture; • Embedded (5G/IoT/Edge) systems optimized for evo1ving networks and inteIIigent manageinent of connected dcvices; • MicroC1oud server systems that de1iver node density in environments with space and power constraints. ln addition, we provide Server Software Management So1utions and gIoba1 service & support offerings for our direct and OEM customers and our indirect sa1es channeI partners direct1y or through approved distributors and third-party partners. 0ur services incIude server and storage system integration, configuration and software upgrades and updates. We aIso identify service requirements, create and execute project pIans, conduct verification testing and training and provide technicaI documentation. In the first quarter of FY2023, our compan> stiII faced the ongoing cha1Ienges presented by the COV1D-I9 pandemic, incIuding the einergence of any new variants. 1~herc are positive signs with the expiration of various COViD-19 mandates, vaccine avaiIabiIity and the roIIout of boosters; however, with the possibi1ity of the emergence ofother ne~v virus strains and ongoing adversc impacts ofthe COV1D-19 pandemic on econoinic recovery, we are unabIe to predict the uItimate extent to which the gIobaI COVID-I 9 pandemic may further impact our business operations. financiaI performance and resuIts of operations. Wc increased purchase of certain criticaI materiaIs and components, in response to the unccrtainties and risks reIated tO the gIobaI econoinic downtum and recent events in easlern Europe. Bcsides that, to continue offering greater choices and optimization o four products, we aIso maintain a high IcvcI of inventory. I f wc faiI to maintain sufficient inventory, we may not be ab1e to nieet demand for our products on a timeIy basis, and our sa1es may suffer. Howcver, i f we overestimate customer demand for our products, we cou1d experience excess inventory ofour products and be unab1e to seII those products at a reasonab1e pricc, or at aII. As a resuIt, we may need to record higher inventory reserves. The timing of Iarge orders can a1so have a significant effect on our business and operating resu1ts. From time to tinie, we receive Iarge orders that have a significant effect on our operating resuIts in the period in which the order is recognized as revenue. For instance, our Iarger customers may seek to fuIfiII a1I or substantiaIIy a1I of their requiremcnts in a sing1e or a few orders, and not make another significant purchase for a substantiaI period of time. The timing of such orders is difficuIt to predict, and the timing of rcvenue recognition from such orders may affect period to period changes in revenue. As a resuIt, our operating resuIts couId vary materiaIIy from quarter to quarter based on the receipt of such orders and their uItimate recognition as revcnue. 0ur key operating activities are carried out in Euro, which are subiect to forcign currency exchange rate Auctuations associated with re-measurement to U.S. doIIars. We p1an our operating expense 1eve1s based primariIy on forecasted revenue Ieve1s. These expenscs and the impact of Iong-term commitments are re1ativeIy fixed in the shoM term. A shortfa11 in revenue cou1d Iead to operating resu1ts being be1ow expectations because we niay not be abIe to quick1y reduce these fixed expenses in response to short- term business changes. We have experienced and may continue to experience difficu1ty in hiring and retaining high1y ski1Ied emp1oyees with appropriate qua1ifications. I f we are unab1c to attract and integrate additiona1 key emp1oyees in a manner that enab1es us to scaIe our business and operations effective1y, or if we do not maintain competitive compensation poIicies to retain our emp1oyees, our abiIity tO operate effectiveIy and efficient1y cou1d be Iimited. We have a 30% minority interest in a China corporate venture (Fiberhome Supermicro Information TechnoIogies Co., Ltd.) that was estab1ished t0 market and se11 corporate venture branded systems in China based upon products and technoIogy we suppIy. We record earnings and Iosses from the corporate venture using the equity method of accounting. We currentIy do not intend to make any additiona1 investment in this corporate venture. De1oitte Accountants B.e'~''~~ For identification purposey~ 8 ReIated to auditor's repo~~ ' dated January 13, 2023
  • 9. Super Micro Computer B.V. 's-Hertogenbosch Any of the above factors couId have a materia1 adverse impact on our operations and financiaI resuIts. We have seen our sa1es growing with 9% in the first three months of FY2023 compared to FY2022 and our order book is stiII high for the coming months. We continue to enhance its internaI contro1s to improve our contro1s and procedures in anticipation ofgrowing our business within EMEA market and support the parent company. 's-Hertogenbosch, January 1 3, 2023 Vikranth Ma1yaIa Ying Chen (from Septcmber01, 2022) DeIoitte Accountants B.e·r'~J~7 For ident~fication purpos9,~ 9 ReIated to auditor's repoN~~' dated January 13, 2023
  • 10. Super Micro Computer B.V. 's-Hertogenbosch Financia1 statements • Ba1ance sheet as per June 30, 2022 • Profit and Ioss account 2021/2022 • Statement of Changes in Equity 2021/2022 • Notes to the financia1 statements DeIoitte Accountants B.~~~'~~~~ For identification purposepi~< 10 ReIated to auditor's repoM~~' dated January 13, 2023
  • 11. RI :2 ,n 0 r- 0© N tA V~| rh ~ . A 1 0© g # E* %% t~ 00 00 ~0 2N - N ~D C .nN~ ~0 3F*% % *3E N - V1 ~C; U Ai •=R N r- - r4 8 g h r- ~A r1 ~ gi E (N 0 rn %@ R6} Z*XR >E G *2R#* eD n CL ~ ~ 00 n n h QE n!- g W S N 'A ~ - f1 1- ,r, 3 =222 .@ 2 ,) 1> U *% >8<b~ b e = cd g DN ~ :E =-0 = B = = 5 .E ,} U, .5 2 Z. 3t U~ 2btN 2 22E-2 = ~ E tc ~ g *~ C C1~L ~ ..} g 03 : 8¥ E E1 R N &) X ,A 2 cO~~ 2 c o m Z- E~ 2 5 ~2.g-S5 :Z 8 € E E 2gRFR :@,k 2 2 g % ~ ·&2 r¤ 3 <EBc 22 2 b * kE % % k11 %% i M~CC~ a, C.0g *~ ~65 £ 0 - ~22~ -J0 U < ~ ¤.. ¤. k- 0 < @Za2 g2&!2 00 tA g (Z - 9 C6 %E r'! C/) *%§ 2tZR'*R3t* N tA~ ~ N C< e·I ~•A 00 & ZR © r9. N C< 8Z N N ,- r1 r1 8¤ 61 y 6a o©r,~C~* rn r4 ~ 2Rg 95E* - - tA %0 D 00 ~0 ,n .- r4 ~c>~ ~C; N' ,n =f ~ tA 00 r4 UNr~ ~ ~ - ~c; ~6 G od 0~ % f9 &. U g = = 0 23 ~ U) Ca. 5 E S€ 6 - 0 C5 7) ¤- E u C U8 Yf Em * b g .M = g 3 .C0 E%% E 9E g E 'E E EE z Z E2g m z ~ ·~ 2 8 @2g o u~_ ; ~ Z] l~ ~ ·~ 3 ~ .Z ~ ·% _ p sp ~ .% -% E2 N o tc u_, ~ .&! 8 Z 28d £.* E .% q1 0 eE.2" k* Z 2 .5 4~a£ 2 i t -~ f%~·ji 1 f -~ ~ ~1 ~ t~ % .E& %2 .2 E ~a.2:i-u. U E ~- o.3e&~ Z. 6 * o
  • 12. Super Micro Computer B.V. 's-Hertogenbosch Profit and Loss Account Note 202I/2022 2020/2021 USD'000 USD'000 Net revenues 16./22, 713,289 537,693 Cost ofsaIes 17. (66I:528) (497,449) Gross margin 51,76I 40,244 Sa1es and marketing (13,347) (I0,364) Genera1 and administrative (I7,501) (15,238) Tota1 operating expenses 18. (30,848) (25,602) Operating resu1t 20,913 I4,642 FinanciaI income and expense I9. I,406 (87) Share in profit (Ioss) of non-consoIidated I,206 I73 associaled companies 2I. Resu1ts before taxation 23,525 14,728 Taxation 20. (6,052) (3,962) Profit after taxation 1 7,4 73 10,766 Statement of Changes in Equity Share Other Share Unappropriat capita1 reservcs premium -ed resu1ts 1~otaI USD'000 lJSD'000 USD'000 lJSD~000 USI)'000 Ba1ance as at Ju1y I, 2021 17 34,268 90,528 I0,766 I35.579 Profit appropriation - 10,766 - (10,766) Dividend contribution - - - - - Resu It for the year 202 I /202 2 - - - I 7,4 73 I7,473 Ba1ance as at June 30, 2022 I 7 45,034 90,528 I 7,473 I 53~052 rhe other reserves inc1ude a positive IegaI reserve ofUSD 277 in reIation to the equity accounted investment. Share Other Share Unappropriat capita1 reserves premium -ed resu1ts Tota1 USD'000 USD'000 USD'000 USD'000 USD'000 BaIance as at JuIy I, 2020 17 35,326 90,528 58,942 I84.813 Profit appropriation - 58,942 - (58,942) Dividend contribution - (60,000) - - (60,000) ResuIt for the year 2020/2021 - - 10,766 10,766 BaIance as at June 30, 202.1 17 34,268 90,528 : ~ 10,766 I35,579 The other reserves incIude a negative Iega1 reserve of USD 571 in re1ation to the equity accounted investnient. De1oitte Accountants B.d~~ For identif,cation purposep0<' 12 ReIated to aud~tor's repo~r~ ' dated January 13, 2023
  • 13. Super Micro Computer B.V. 's-Hertogenbosch Notes to the financia1 statements Genera1 Activities Super Micro Computer B.V. (hereafter ~'SMC-BV'' or "the Company" has its Iega1 seat at Het Sterrenbee1d 28, 5215 ML in 's-Hertogenbosch and fiIed with the 1-rade Register at the Chamber of Commerce under number I 7102792 0000, provides end-to- end green computing so1utions to the c1oud computing, data center, enterprise IT, big data, high performance computing, or HPC, and Internet of -rhings, or IoT/embedded markets. I-he Coinpany se11s its soIutions through a direct sa1es force as we1I as through distributors, incIuding va1ue added reseIIers, system intcgrators, and 0EMs. Group structure The Company was incorporated on May I 2, 1998. The direct parcnt Company is Super Micro Computer HoIdings B.V. (hereafter "SMC-Ho1dCo") in the Nether1ands. The u1timate parent is Super Micro Computer Inc. (hereafter"SMC-US"), San Jose (CA), USA, a company Iisted on the NASDAQ under the symboI SMCI. From May 1, 20I6 to November 30, 20I9, the Company was a whoIIy owned subsidiary of Super Micro Computer LLC, an U.S. Dc1aware company, through Super Micro Coinputer HoIdings C.V. (hereafter ''SMC-CV'') which was a partnership in the Nether1ands with its principaI activities outside the Nether1ands. Super Micro Computer LLC is owned by SMC-US. Through an IP Iicensing arrangement from SMC-CV the Company had the right to manufacture and distribute products in non-Americas markets. This structure resuIted in a significant increase in activity as the Company so1d, as of that date, a1so products in Asian and Pacific markets, which were previousIy handIed by our affiIiated company Super Micro Con~puter, Inc in Taiwan {hereafter"SMC- Taiwan"). The Company had severa1 service and inanufacturing agreeinents in p1ace with SMC 1~aiwan. Under this agreeinent, the Company earns a fixed operating niargin of 3% of revenues. The Company was the principaI in the arrangement as the Company had the primary responsibiIity tO deIiver the products to the customers and detcrmined the seIIing price, bore the risk of Ioss of inventory and credit risks of the transactions. On November 30, 2019, SMC-BV entered into a new tax structure. Super Micro Computer I-[oIdings B.V. (SMC-I4oIdCo) became the new soIe shareho1der of SMC-BV. SMC-BV terminated its IP Iicensing agreenicnt with SMC-BV and entcred in a new operating Iicense agreement with SMC-US. Payab1es t0 SMC-CV in 2019/2020 was transferred to SMC-i-ioIdCo which Iater transferred its receivab1es as capita1 contribution in SMC-BV. Under the new tax structure, SMC-Taiwan continues to provide genera1 and administrative services to SMC-BV, but wiI1 no Ionger provide Iogistics and procurement services. Non-Anicricas business activities are decentra1ized under the new business restructure again. SMC-BV continues to serve the EMEA markets and SMC-Taiwan covcrs the Asia-Pacific countries. SMC-BV continues to act as a Limited Risk Distributor, but mainIy focusing on EMEA market. 1n October 2016, the Company entered into agreements with Fiberhome TeIecommunication TechnoIogies Co., Ltd. to which the Company contributed certain technoIogy rights in conncction with an investment in a private1y-heId company Fiberhome Supermicro Information TechnoIogies Co., I.td. Iocated in Wuhan, China to expand the Company's presence in China. The transaction was c1osed in fisca1 ycar 2017 and the investment has been accounted for under the equity method of accounting. The Company has a 30% minority interest in the Associate. A summary of thc information required under articIes 2:379 of the Nether1ands CiviI Code is given beIow: Non-consoIidated companies: Name Registered office Share in issued share capitaI Fiberhome Supennicro Information Tcchno1ogies Co., Lt Wuhan, China 30%* * 70% of the investment in this company is heId by Fiberhome TeIecommunication Techno1ogies Co., Ltd. We have two branches in the United Kingdom, Super Micro Computer Limited and SuperMicro Limited. De1oitte Accountants B.er0~~) For identification purposg·*3•c- 13 ReIated to auditor's repo~~ ' dated January 13, 2023
  • 14. Super Micro Computer B.V. 's-Hertogenbosch Cash f1ow statement For2021/2022, The Company used the exemption from discIosing acash fIow statcment 202I/2022 based on the Dutch Accounting Standard 360, paragraph I04. The financia1 statements of the Company are inc1uded in the consoIidated financia1 statements of Super Micro Computer Inc., which incIudes a consoIidated cash fiow statement. The consoIidatcd financiaI statements of Super Micro Computer Inc. are pubIicIy accessibIe at the Super Micro Coinputer Inc.'s corporate website. (httDs://ir.supermicro.com/financia1s/annuaI-reDorts/defauIt.aSDX). GeneraI accountin2 princiD1es for the prenaration of the financiaI statements The financia1 statements have been prepared in accordancc with TitIe 9, Book 2 of the Nether1ands CiviI Code and Dutch Accounting Standards for Medium Sized and 1~arge LegaI Entities. Va1uation of assets and Iiabitities and determination of the resu1t takes p1ace under the historicaI cost convcntion, unIess presented otherwise. income and expenses are accounted for on an accrua1 basis. Profit is onIy incIuded when rea1ized on the ba1ance sheet date. LiabiIities and Iosses originating before the end o f the financiaI year are taken into account if they have become known be fore preparation o1~the financiaI statements. FinanciaI instruments FinanciaI instruments inc1ude both primary financia1 instrutnents, such as receivab1es and payabIes, and financia1 derivatives. The notes to the specific items ofthe baIance shect disc1ose the fair vaIue ofthe reIated instrument ifthis deviates from the carrying amount. For the princip1es of primary financia1 instrutnents, reference is made to the rccognition per ba1ance sheet item of the 'Princip1es for the va1uation of assets and IiabiIities'. The Coinpany does not have financiaI derivatives. Accounting estimatcs and judgements In preparing the financia1 statements, 1nanagement has to make certain .iudgments, estimates, and assumptions that affect the app1ication of accounting po1icies and the reported amounts of assets. IiabiIities, rcvenue, and expenses. Thc actua1 outcome may di ffer from these judgments, estimates, and assumptions, and thcrefore cou1d have a tnateria1 effect on thc carrying amount o f the assetor1iabiIity invo1ved. 'rhe timingofoutf1ow ofresources to settIe provisions issubject to the same uncertain factors. Judgments, estimates, and assumptions are reviewed on an ongoing basis, and are based on historica1 experience and various other factors, inc1uding expectations about future events that are be1ieved to be reasonabIe under the circumstances and for the item invoIved. Revisions to accounting estimates arc rccognized in the period in which the estimates are revised and in any future periods affected. I f necessary for the purposes of providing the view required under Section 361 (1), book 2, of the Dutch CiviI Code, thc nature of thcse estimates and .iudgemcnts, inc1uding the reIated assuinptions, is discIosed in the notes to the financia1 statements items in question. FunctionaI and reporting currency The company assessed its functiona1 and reporting currency and determined that the functiona1 and reporting currency is US DoIIar as the majority ofthe purchases, saIes and financing are conductcd in US Do1Iar. The company has e1ected based on articIe 7, sub 5 Dutch Corporation tax Law to maintain its financia1 accounts as weII fiIing its corporation tax returns in US DoIIar. Trans1ation of foreign currency Receivab1es, IiabiIities and obIigations denominated in foreign currencies are transIated at the exchange rates prevaiIing as at baIance sheet date. Transactions in foreign currency during the financiaI year are recognized in the financia1 statements at the exchange rates prevaiIing at transaction date. ~rhe exchange differences resuIting from the transIation as at baIance sheet date, taking into account possibIe hedge transactions, are recorded in the profit and Ioss account. Foreign group companies and non-conso1idated associated companies outside the Nether1ands qua1ify as carrying on of business operations in a foreign country, with a functiona1 currency different from that of the company. For the trans1ation of the financia1 statements of these foreign entities, the baIance sheet items are transIated at the exchange rate at ba1ance sheet date and the profit and 1oss account items at the exchange rate at transaction date. The exchange rate differences that arise are direct1y deducted from or added to group equity and recognized in the trans1ation differences reserve. This Iikewise app1ies to the trans1ation differences on Ioans that form part of the net investment in the business operations abroad. I f business operations in a foreign country with a different functionaI currency than that of the company are disposed of, the cumuIative transIation differences are recognized in the profit and Ioss account as part of the resu1t from the disposa1 of the business operations abroad. DeIoitte Accountants B.~~~~~ For identification purpos~~ 14 ReIated to auditor's reporr- · dated January 13, 2023
  • 15. Super Micro Computer B.V. 's-Hertogenbosch Share based payments SeveraI empIoyees participate in a share-based p1an of SMC-US and which is settIed by SMC-US. Reference is made to note 22 for more information. Princip1es ofva1uation of assets and Iiabi1ities Intan2ibIe Fixcd Assets Intangib1e fixed assets are presented at cost Iess accumu1ated amortization and, if app1icab1c, Iess impairments. Amortization is charged as a fixed percentage of cost, as spccified in more detaiI in the notes of the baIance sheet. The expected usefuI Iife and the amortization method are reassessed at the end of each financia1 year. The estimated usefuI Iivcs for the current year of intangib1e assets are ranging from 3 to 5 years. TangibIe Fixed Assets TangibIc fixed assets are presented at cost Iess accumu]ated deprcciation and, i f appIicab1e, 1ess impairments in va1ue. Depreciation is based on theexpected usefu1 Iife and ca1cu1ated as a fixed percentage ofcost, taking into account any residua1 va1ue. Depreciation is provided from the datc an asset con~es into use. The cstimated usefuI Iives for the current year of tangib1e assets are as foIIows: Land Not depreciated BuiIding 39 years Bui!ding 1mprovement 20 years Machinery and Equipment 5 years Furniture and Fixtures 5 years Computer 3 years Costs for periodic maintenance are charged to the resu1t at the moment they arise. Financia1 fixed assets Where significant inf1uence is exercised, associated companies are vaIued under the net asset va1ue method, but not 1ower than ni1 vaIue. This asset va1ue is based on the same accounting principIes as app1ied by the Company. Associated companies with negative equity vaIue are vaIued at niI. This Iikewise takes into account other Iong-term interest that shou1d effective1y be considered as part of the net investment in the associated company. 1 f the company fuIIy or part1y guarantees the IiabiIities of the associated company concerned, or has the effective ob1igation respectiveIy, to enab1c the associated company to pay its (share of the) IiabiIities, a provision is formed. Upon deterinining the provision. provisions for doubtfuI debts aIready deducted from reccivab1es form the associated company are taking into account. When no significant inf1uence is exercised associated companies are vaIued at costs and if appIicab1e Iess impairments in va1ue. Upon initia1 recognition the receivab1es on and Ioans to associated companies and other receivab1es are va1ued at fair va1ue and then vaIued at amortized costs, after deduction o f any provisions. -rhese provisions are dctermined by individuaI assessment o f thc receivabIes. Deferred tax assets are stated under the financiaI fixed assets i f and to the extent it is probabIe that the tax c1aim can be rea1ized in due course. These deferred tax assets are vaIued at nominaI vaIue and have a predominant1y Iong-term character. Jnventories Inventories consist of purchased parts and raw materia1s (principaIIy components), work in progress (principa1Iy products being assemb1ed) and finished goods. Inventories are va1ued upon initia1 recognition at costs and then at Iower of cost and net rea1izab1e va1ue. This 1ower net rea1izabIe va1ue is determined by individua1 assessment of the inventories. The va1uation of inventories of raw materia1s and consumab1es is based on F1FO. The inventories of goods for resaIe are vaIued individuaIIy, at acquisition price or Iower net reaIizabIe vaIue. The work in progress and the ~nventories of finished goods are va1ued upon initiaI recognition at cost and then at the 1ower of cost of manu facture and net rea1izabIe va1ue. This Iower net reaIizab1e va1ue is determined by individua1 assessment of the inventories. Cost of manufacture inc1udes direct materiaIs used, direct wages and machine costs and othcr direct costs of manufacture, together with app1icabIe production overhead. Net rea1izab1e va1ue is based on estimated seIIing price, Iess any future costs to be incurred for comp1etion and disposaI. Trade receivab1es and receivab1es from DarticiDatiniz and affiIiated oarties Upon initia1 recognition the receivabIes va1ued at fair va1ue and then va1ued at amor1ized cost. Provisions decmed necessary for possib1e bad debt Iosses are deducted. ~I~hese provisions are determined by individua1 assessment of the receivab!es. DeIoitte Accountants B.~~~~ For identification purposey~ 1 5 ReIated to auditor's repoM~~' dated January 13, 2023
  • 16. Super Micro Computer B.V. 's-Hertogenbosch Short-term investment Short term investments consist of the deposits with a duration Ionger than 3 months, va1ued at face va1ue. Cash and cash eauivaients Cash and cash equivaIents consists of cash at banks and short-term deposits with a duration shorter than 3 months. Cash is va1ued at facc va1ue. I f cash is not free1y disposab1e, then this has been discIosed. I~rovisions Provisionfor emp1oyee benefitS The Company's pension pIan is a de1ined contribution pIan, which is financed t1~rough contributions to thc pensi~~n providers. The contributions are paid to the pension providers as an cxpense in the profit and Ioss account. Based on the administration agreement, it is assessed whether and, i f so, which obIigations exist in addition to the payment of the annuaI contribution due to the pension provider as at baIance sheet date. These additiona1 ob1igations, if any, Iead to expenses for the Company and arc inc1uded in a provision on the baIance sheet. The vaIuation of the obIigation is thc best estimate of the amounts required to settIe this as at baIance sheet date. Additions to and reIease of the ob1igations are recognized in the profit and Ioss account. A pension receivabIe is incIuded in the ba1ance sheet when the Company has the right of disposa1 over the pension receivab1e and it is probab1e that the future economic benefits which the pension receivabIe ho1ds wiII accrue to the Company, and the pension receivab1e can be rcIiab1y estabIished. As at baIance sheet date 202 I /2022 (and 2020/202 I), no pension recei vab1es and no obIigations ex isted for the Company in addiiion to the payment of the annua1 contribution due to the pension providcr. Provisionfor deferred tax !iabi1ities For amounts of taxation payabIe in the future, due to differences between the vaIuation principIes in the annuaI report and tIie vaIuation for taxation purposes of the appropriate ba1ance sheet items, a provision has been forined for the aggregate of these di fferences, muItip1ied by the enacted rate of taxation. These provisions are reduced by amounts of taxation recoverabIe in the future in respect of the carry-forward of unused tax Iosses, to the extent that it is probab1e that future tax profits wiII be avai1ab1e for settIement. The provision for deferred tax IiabiIities is va1ued at nomina1 va1ue. Lon2-term IiabiIities The 1ong-terni Iiabi1ities consist of Iong-terin portion of deferred revenues, which represents bi11ed services in advance which incIudes extended warranty, on-site technicaI support, and hardware and software maintenance. Upon initiaI recognition, it is stated at fair vaIue and then vaIued at aniortized cost. GencralIy, the payment terjns of the Conipany's offerings range from 30 to 60 days. 1n certain instances, customers may prepay for products and scrvices in advance of de1ivcry. I~eccivab1cs rc1atc to thc Company's right to considcration for pcrformancc obIigations comp1eted (or partia1Iy comp1eted) for which the Company has an unconditionaI right to consideration. Contract assets are rights to consideration in exchangc for goods or services that the Company has transfcrred to a customer when such right is conditionaI on something othcr than the passage of time. Contract IiabiIities consist ofdeferred revenue and re1ate to amounts invoiced to or advance consideration received from customers, which precede lhe Company's satisfaction of the associated perj'ormance ob1igation(s). The Coinpany's deferred revenue prjmariIy resuIts from customer payments received upfront for extended warrantics and on-site services because these performance obIigations are satisfied over time. As part of determintng the transaction price in contracts with customers, the Company estimatcs reserves for future sa1es returns based on a review of its history of actua1 returns for each major product Iine. With the adoption of 1FRS 1 5, a refund IiabiIity is recorded at the time of saIe for estimated product returns and an asset is recognized for the amount expected to be recorded in inventory upon product return, Iess the expected recovcry costs. Warranties are offered by the Company ranging from ! 5 to 39 months against any defective products. Accrua1s for anticipated future warranty costs are charged to cost of sa1cs and inc1uded in accrued 1iabiIities and other Iong-term IiabiIities. The Company accrues for estimated returns of defective products at the time revenue is recognized based on historicaI warranty experience and reccnt trends. 1 f the actua1 costs of product repair and rep1acement are significant1y higher or 1ower than estimated, the Company may make revisions to its ~varranty reserve. The 1ong-term Iiabi1ities aIso inc1ude the deferred 1icense revenue resu1ting from se]]ing the techno1ogy to our Associate in China, which is recognized over the cxpccted·Ii fe tiine of 20 years. Current Iiabi1ities and DavabIes to particiDatinR and affiIiated Darties The current IiabiIities and payab1es inc1ude a,nounts due to third parties and reIated paMies that need to be paid within I2 months of ba1ance sheet date and the short-term portion of deferrcd revenue. The current IiabiIities aIso incIude Iong-tern~ Ioans that have become due within I2 months of the ba1ance sheet date. De1oitte Accountants B.~~~~~ For identification purposey~ 1 6 ReIated to auditor's repo~~~' dated January 13, 2023
  • 17. Super Micro Computer B.V. 's-Hertogenbosch Princip1es ofva1uation of equity The Ieiza1 entitv forms a reva1uation reserve for: ·vaIue increases of assets. not being financiaI instruments. which have been directIy recorded in sharehoIders' equity; ·va1ue increases of financiaI instruments, not being hedging instruments, which have been direct1y recorded in shareho1ders' equity; ·vaIue increases of assets whose changes in va1ue are recorded in the profit and Ioss account and for which no frequent inarket quotations exist; and ·changes in va1ue of derivatives that are vaIued at fair vaIue and to which cash f1o~v hedge accounting is app1ied. The reva1uation reserve is reduced by deferred taxes, if differences exist between va1uation for financiaI reporting purposes and va1uation for tax purposes. The rea1ized part of the reva1uation reserve is taken to the other reserves. TransIation reserve for associated comDanies The trans1ation reserve for associatcd companies is formed in the amount of the share of the Company in the resuIts and direct increases of the associated companies since thc initia1 va1uation of these associated companics at net asset vaIue, insofar as the Company cannot reaIize a distribution without Iimitations. The statutory reserve for associated companies is determined individuaIIy. Princip1es for the determination of the rcsu1t Net revenues To recognize revenue under IFRS I 5, the Company app1ies the foI1owing five steps: (i) identif9 the contract(s) with a custotner. (ii) idcntii9 the performance obIigations in the contract. (iii) determine the transaction price. (iv) a1Iocate the transaction price to each performance obIigation on the basis of the re1ative stand-a1one se1Iing prices of each distinct good or service promised in the contract (v) recognize rcvenue when a performance obIigation is satisfied by transferring a promised good or scrvice to a customer. The Company generates revenues from the sa1e of server and storage systems, subsystems and accessories, services, server software management soIutions and support services. Product sa1es. ~Ne recognize revenue fron~ saIes of products, such as server systems and components, when controI is transferred to customers, which generaIIy happens at the point of shipment or upon dc1ivcry, unIess customer acceptance is uncerlain. A receivab1e is rccognized at the point of shipment or upon deIivery as these are the points in time when the receivabIe becomes unconditionaI. Products soId are deIivered via shipnient from our faciIities or drop shipment directIy to our customer froni our vendor. We may usc distributors to se11 products to end customers. Revenue from distributors is recognized when the distributor obtains controI of the product, which genera1Iy happens at the point of shipment or upon de1ivery, unIess customer acceptance is uncertain, and in the amount of consideration to which we expect to be entitIed. As part o f determining the transaction price in contracts with custoniers, we estimate reserves for future saIes returns based on a review of our history of actua1 returns for each major product Iine. Based upon historica1 experience a refund Iiabi1ity is recorded at the time of sa1e for estimated product returns and an asset is recognized for the amount expected t0 be recordcd in inventory upon product return, Iess the expected recovery costs. We aIso reduce rcvenue for the cstimated costs o1~customer and distributor programs and inccntive offerings such as price protection and rebates as wc1I as the estimated costs of cooperative marketing arrangements ~vhere the fair va1ue o f the benefit derived from thc costs cannot be reasonab1y estimated. Any provision for customer and distributor progranis and other discounts is recorded as a reduction of revenuc at the time of saIe based on an evaIuation of the contract tcrms and historica1 expericnce. Services sales 0ur sa1c ofserv ices mainIy consists ofextended ~varranty and on-site services. Revenue reIated to extended warranty commences upon the expiration of the standard warranty period and is recognized ratab1y over the contractua1 period as we stand ready to perform any required warranty service. Post contract-customer support is Iimited to minor periodic performance updates pushed out by the Company (pIease refer to note II. Contract assets and contract IiabiIities). Revenue is deferred at the time ofthe reIated hardware revenue recognition and recognized on a straight-Iine basis over the assumed Iife of the hardware. Revenue re1ated to on-site services commences upon recognition of the product sa1e and is recognizcd ratab1y over the contractua1 period as the on-site services are made avai1abIe to the customer. These service contracts are typica1Iy one to five years in Iength. Service revenue has been Iess than 10% of net saIes for aII periods presented and is not separateIy disc1osed. The customer pays the amount for services at the commencement o f the contract, which is the moment the receivab1e becomes unconditiona1. Contracts with mu1tip1e promised goods and services. Certain of our contracts contain muItip1e promised goods and services. Performance obIigations in a contract are identified based on the promised goods or services that wi1I be transferred to the customer that are both capabIe of being distinct, whereby the customer can benefit from the service either on its own or together with other resources that are readiIy avaiIab1e from third parties or from us, and are distinct in the context o f the contract, whereby the transfer of the services is separateIy identifiab1e from other promises in t1ie contract. If these criteria are not met, the promised goods and services are accounted for as a combined performance obIigation. Revenue a1Iocated to each performance ob1igation is recognized at the time the re1ated performance obIigation is satisfied by transferring controI of the promised good or service to a c;©mer. De1oitte Accountants B.1~7~~~~~~ For identification purposey~i< 17 ReIated to aud~tor's repo~r~ ' dated January 13, 2023
  • 18. Super Micro Computer B.V. 's-Hertogenbosch I fthecontract containsa sing1e performance obIigation, the entire transaction price isa11ocated to the sing1e performance ob1igation. Contracts that contain mu1tipIe performance ob1igations require an a11ocation of the transaction price to each performance ob1igation based on a reIative standa1one se11ing price basis. We determine standa1one seIIing prices based on the price at which the performance ob1igation is so1d separate1y. I fthe standaIone seIIing price is not observab1e through past transactions, we cstimate the standaIone se1Iing price taking into account avaiIab1e inforrnation, such as interna1Iy approved pricing guidcIines with respect to geographies, customer type, interna1 costs, and gross margin objcctives, for the re1ated performance ob1igations. When we receive consideration from a customer prior to transferring goods or services to the customer, we record a contract IiabiIity (deferred revenue). We a1so recognize deferred revenuc whcn we have an unconditiona1 right to consideration (i.e., a receivabIc) before transfcr of controI ofgoods or services to a customer. We consider shipping & hand1ing activities as costs to fuIfi1I the sa1es o f products or a separate performance ob1igation i f controI of the product transfers to the customer before the shipment takes p1ace. Shipping revenue is inc1uded in net sa1cs whcn controI of the product is transferred to the customer, and the reIated shipping and hand1ing costs are inc1uded in cost. License revenue resu1ting from se1Iing the techno1ogy to our Associate in China, is rccognized on a Iinear basis over 20 years untiI the obIigations are fuIfiIIed. Cost ofSa1es -I~he cost of sa1es consists of the cost of goods soId and de1ivercd, consisting of direct use of materia1s, direct wages and machine costs and other direct and indirect production costs that can be attributed to the production. Sa1es and marketinR Sa1es and marketing expenses consist primariIy of saIaries, stock-based compensation and incentive bonuses for our sa1es and marketing personneI, costs for tradeshows and advertising, indepcndent saIes representative fees and marketing programs. Genera1 and administration GeneraI and administrative expenses consist primariIy ofgeneraI corporate costs, incIuding personne1 expenses, financia1 reporting, information technoIogy, corporate governance and coinpIiance and outside IegaI, audit and tax fees. Waees and sa1aries Wages and saIaries inc1ude base sa1aries, bonus, pension, hoIiday a11owance, unused ho1idays, empIoyee benefits and re1ated wage tax. Share in resu1t of non-consoIidated associated con~panies Where significant int1uencc is cxerciscd ovcr associated companies, the company's share in the associated company is incIuded in the profit and Ioss account. The resu1t is detern1ined on the basis of the accounting princip1es app1ied by the company. Where no significant in f1uence isexercised, the dividend income is accounted for in the profit and Ioss account as financia1 income. Taxation The corporate income tax is caIcuIated at the appIicabIe rate on the resuIt for the financia1 year. The functionaI currency for corporate income tax is US doIIar. DeIoitte Accountants B.J¢I~~~~ For identification purposey13~< 18 ReIated to auditor's repoPf~' dated January 13, 2023
  • 19. Super Micro Computer B.V. 's-Hertogenbosch Notes to the Specific 1tems of the BaIance Sheet AII amounts are recorded in thousands of U.S. do1Iars, un1ess stated otherwise. 1. Intangib1e fixed assets Software 1-ota1 USD'000 USD'000 Acquisition costs as of June 30, 202I 986 986 CumuIative amortization as ofJunc 30, 2021 (960) (960) Book va1ue as of June 30, 202I 26 26 Acquisitions - - Amortization (I6) (16) Book vaIue as ofJune 30, 2022 10 10 Acquisition costs as ofJune 30, 2022 986 986 CumuIative amortization as ofJune 30, 2022 (976) (976) Book va1ue as ofJune 30, 2022 I0 I0 Amortiza(ion percentage: Ranging from 3 to 5 years 2. Tangib1e fixed assets Machinery Furniture Asscts and and Land and under equipment fixtures Computers BuiIdings construction Tota1 USD'000 USD-00 IJSD'000 USD'000 USD'000 USD'000 0 Acquisition costs as ofJune 30, 2021 441 4,304 9I4 1,375 141 7,I75 Cumu1ative amortization as ofJune 30, 2021 (295) (3,203) (724) (50) - (4,272) Book va1ue as ofJune 30, 2021 146 I.101 190 I,325 14] 2.903 Acquisitions 112 I8] - 12 3I4 619 I'ransfer - I2I - 2 (I23) - Depreciation (62) (432) (95) (36) - (625) Disposa1 (4) - - - (4) Adiustment - - (18) (I8) Book va1ue as ofJune 30, 2022 192 97I 95 I,303 3I4 2,875 : Acquisition costs as of .Iune 30, 2022 534 4,606 914 I,389 3I4 7,757 CumuIative amortization as of June 30, 2022 (342) (3,635) (8I9) (86) - (4,882) Book vaIue as ofJune 30, 2022 192 971 95 I,303 3t4, 2.875 Depreciation percentages 20% 20% 33% 0% - 5% The adiustment is reIated to service and maintenance that shou1d be rccorded as expense during the year 2020/2021. 3. FinanciaI fixed assets 1n October 2016, the Company entered into agreements with Fiberhome Te1ecoinmunication TechnoIogies Co., Ltd. to which the Company contributcd certain technoIogy rights in connection with an investment in a privateIy-hcId company Fiberhomc Supermicro Information 1~echnoIogies Co., Ltd. Iocated in Wuhan, China to expand the Company's presence in China. The equity in earnings (Iosses) of the Associate was USD 1,206 and USD I73 for the year ended June 30, 2022 and June 30, 202I. The Company recorded a deferred license revenue re1ated to the contribution of certain teehno1ogy rights of USD 1 0,000 it~~~~,6~2017, DeIoitte Accountants B.eT ,~' For identifIcation purpos9·•€~j<' 1 9 ReIated to auditor's repo~~~' dated January 13, 2023
  • 20. Super Micro Computer B.V. 's-Hertogenbosch The Iicense revenue is being recognized over a period of 20 years which represents the estimated period over which the remaining ob1igations wiII be fuIfiIIed. As at June 30, 2022 and June 30, 2021, the remaining defcrred Iicense revenue is USD 7,250 and 7,750, respectiveIy. The Company soId no products to the Associate during the year 202 I/2022 (USD 0 during the year 2020/202 I). As of June 30, 2022, the Company's equity investment in the Associate was USD 6,804 and was recorded under financia1 fixed assets on the Company's ba1ance sheets. 6.30.2022 6.30.202I lJSD'()()() 1JSD'()0() 0pening book va1ue of the investment 5,229 4,122 Profit eIimination of unrea1ized gain 369 934 Gain (1oss) on equity investment 1,206 I73 CIosing book va1ue of the investment 6,804 5,229 The deferred 1icense revenue we invested in the Associate wi11 be amortized in 20 years. 6.30.2022 6.30.202I USD'000 lJSD*000 Opening book va1ue of the deferred Iicense revenue 7,750 8,250 Recognized in current period (500) (500) C1osing book va1ue of the deferred Iicense revenue 7,250 7,750 4. Inventories 6.30.2022 6.30.202I USD'000 1JSD'000 Raw materiaIs and consumab1es 9,209 6,353 Finished goods I47,214 88,1 70 Work-in-progress - - I56,423 94,523 Wc periodica1Iy review our inventorics for potentia1 s1ow-moving or obso1ete items and write down specific items to net rea1ize va1ue as appropriatc. I:inished goods inventory rcpresents competed products awaiting shipment. On this a provision ofUSD 9,175 (2020/2021: USD 7,722) has bccn rccorded for obso1escence. In 202I/2022, the finished goods and goods for resa1e inc1uded tJSD 6,211 goods in transit re1ated to purchases (2020/2021: lJSD 8,959) and USD 2,965 (2020/2021: USD 2,008) goods in transit re1ated to saIes orders for which economic tit1e has not transferred to the customer No inventory is p1edged as co1Iatera1 for Iiabi1ities. The cost of inventorics that was rccognized as an expense of the sa1es to third parties in the profit and Ioss account during the financia] year, amounts to USD 585,727 (2020/202I: USD 438,473). 5. Trade receivab1es 6.30.2022 6.30.2021 USD'000 lJSD'000 1-rade receivab1es 83,367 53,319 Provision for bad debts (443) (452) 82,924 : 52,867 Custoniers are subjected to a credit review process that eva1uates each custonier's financiaj position and abiji!y and intent to pay. 0n a quarter1y basis, the Company makes estimates of its uncoIIectib1e accounts receivab1e by ana1yzing the aging ;~~ccounts DeIoitte Accountants B.e~~''~~ For identification purposeyQ0¥<~ 20 ReIated to auditor's repo~'' dated January 13, 2023
  • 21. Super Micro Computer B.V. 's-Hertogenbosch receivabIe, history of bad debts, customer concentrations, customer-credit-worthiness, and current economic trends to eva1uate the adequacy of the a1Iowance for doubtfuI accounts. The tota1 amount is due within one year. A provision for doubtfuI debts was formed during the financia1 year amounting to USD 443 (2020/2021: USD 452). 6. Receivab1es from affi1iated and participating companies The receivab1es main1y reIate to intercompany Ioan to participating company (SMC-US) which has undefincd maturity date with interest bearing at 0.18% per annum. The Ioan can be refunded within one business day. The intercompany Ioan to participating company as of June 30, 2022 is USD 25,000. We asscssed the recoverabiIity of these receivabIes and concIuded that there is no coIIectabi1ity issue identified. AIso, refer to note 12 of the financia1 statements. 7. 0ther receivab1es and prepayments 6.30.2022 6.30.2021 US])'000 USD'000 Deferred service costs 1,149 I,233 Prepaid expenses 699 438 Asset for recovery 844 353 Other receivab1es 1,42I 109 4,1I3 2,I33 As at June 30, 2022, the asset expected upon product for return is USD 844 (2020/202 I : USD 353). 8. Short-term investment The short-term investment of USD 59 is a Bank of America certificate of deposit at a fixed tcrm o f one year tiII May 31, 2023. 1t bears an interest of0.01%. 9. Cash and cash equiva1ents An amount ofUSD II1 (2020/202I : USD 125) is not at free disposaI ofthe Company as a resuIt of issued bank guarantces for Ieaseofbui1dings. 10. SharehoIder's equity I-he movements during the financia1 ycar are as fo11ows: Tota1 USI)'000 Ba]ance asat July 1,2021 I35,579 Net profit forthe year 2021/2022 I7,473 Ba1ance as at June 30, 2022 153,052 Issued share capita1 amounts to USD I7.30 or EUR 18.40, comprising 1,840,000 common sharcs with a par va1ue of EUR 0.01 each. Appropriation of resu1t for the financia1 ycar 2020/2021 The annuaI report 2020/202 I ~vas adopted in thc GeneraI Meeting heId on March 03, 2022. The Genera1 Meeting has determined the appropriation of resuIt in accordance with the proposa1 being made to that end name1y, for the fuI1 resu1t to be added to the other reserves. Proposed appropriation of resu1t for the financia1 year 2021/2022 The Board of Directors propose the fo11owing appropriation of the resu1t ibr financiaI year 2021/2022 amounting to l~~~~ 17,473 shouId be transferred to the other reserves. The financiaI statements have not yet rcfIected this proposaI. DeIoitte Accountants B.J¢I''0'~~ For identification purposeyd&¢ 21 ReIated to auditor's repo~r~' dated January 13, 2023
  • 22. Super Micro Computer B.V. 's-Hertogenbosch 11. Contract assets and contract Iiabi1ities The contract Iiabi1ities primari1y re1ate to the consideration received from customers before satisfying performance obIigations such as warranties services. Contract IiabiIitics reIatc to the foIIowing type of revenue streams: 6.30.2022 6.30.202I USD'000 USD'000 Current Non-currcnt Current Non-current Deferred service revenue 3,330 3,344 3,525 3,4I9 Defcrred warranty revenue I,733 2,132 2,938 1,992 Deferred Iicense revenue 500 6,750 500 7,250 I)eferred other revenue 0 - 2 - 5,563 I 2,226 6,965 12,66I The current por1ion of the deferred revenue in FY2020/202 I has been recognized as revenue in FY2021/2022. The Company expccts that of the non-current portion, revenue wiII be recognized in the foIIowing years: 2023/2024 2024/2025 2025/2026 2026/2027 From 2027/2028 USD'000 USD'000 USD'000 USD'000 USD'000 Deferred service revenue I,727 9I3 455 200 49 Deferred warranty revcnue 1,100 616 3I6 99 1 2,827 I,529 77I 299 50 Deferred Iicense revenue 500 500 500 500 4,750 3,327 2,029 I,27I 799 4,800 1n addition to the contract baIances discIosed above, the Company has a1so recognized an asset in re1ation to costs to fuIfiI a contract of USD I9I (2020/202I: USD 55). 12. Payab1es to affi1iated and participating companies The payab1es to affiIiated and participating companies consist ofthe foIIowing: 6.30.2022 6.30.202I USD'000 USD'000 Accounts payabIes to participating company 51,955 2 I,439 Accounts payab1es to affiIiatcd company I9,800 70 71,755 21,509 1~he payabIes to participating company (SMC-US) and the payabIes to affiIiated company are not interest bearing. The increase of payab1es to participating company is mainIy driven by higher payabIe to SMC-US reIated to transfer pricing chargcs and othcr items which iS tradc in nature. No other repayment scheduIe has been agreed upon and no securities have been given. AII payabIes are due within one year. 13. Taxes and socia1 security contributions 6.30.2022 6.30.2021 USD'000 USD'000 Corporate income tax 1,956 849 Va1ue added tax I,040 550 Wage tax 850 769 - 3,846 :: ~ _ 2,I68 DeIoitte Accountants B.~'~~~ For identif~cat~on purposepQ0K- 22 ReIated to auditor's repo~~~' dated January 13, 2023
  • 23. Super Micro Computer B.V. 's-Hertogenbosch 14. Current accrued IiabiIities Current accrued IiabiIities consist of: 6.30.2022 6.30.202 I USD'000 USD'000 PayroII reIated accrua1s 2,327 2,I24 Accrued marketing fund 1,564 1,328 Advance payments I7,544 I2,328 Accrued payab1es for goods in transit from 3rd parties I,622 3,472 Accrued payabIes for goods in transit from re1ated parties - 124 Accrued warranty expenses I,I96 1,738 Refund IiabiIity I ,071 522 Accrued freight cost I,715 I,34I Contract IiabiIity I88 1,0I7 0thers 41 345 27,268 24.339 1 1 Advanced payments reIate to the payments received from customers in advance (prepayment), which increases due to more back orders from customers. Contract Iiabi1ity is 1ower due to Iower payments received from customcrs in re1ation to non-cance1ab1e non-refundabIe orders. Goods In Transit is for inventory whereby the vendor has shippcd and tT-ansferred the risks to the Company before it's deIivered to the Coinpany's destination. Financia1 instruments For the notes to financia1 instruments reference is made to the specific item by itetn note. The Company's poIicy in respect of financia1 risks is incIuded be1ow. Foreien cl1rrencv risk The main financia1 risk the Company is exposed to is currency risk. The main currency causing such risk is euros. Risks arising from currency positions are anaIyzed, and when deemed necessary hedging activities are performed. Credit risk The credit risk associated with the receivabIes is Iimited, as no concentration of credit with a singIe customer which carries an unusua1Iy high credit risk. 1~he Company mitigatcs the risk through cngagingonIy with debtors with high creditworthinessorasking for prepayments from customers. Liauiditv risk The Iiquidity risk associated with the current asscts is Iimitcd. The majority of the current assets reIate to trade rcceivabIes, for which the Company mitigatcs the Iiquidity risk as described under credit risk above, and inventory, which is based on the expected demand. Contingent 1iabi1i!ies The Company has entered into operating Iease agreements for buiIdings, cars and coffee machincs. Thc reIated contingent IiabiIities as ofJune 30, 2022 consist of: Less than 1 ycar 0ne to five years More than five years BuiIdings 1,428 3,502 - Cars 17 - Coffee machines I 7 3 - Tota1 1,462 3,505 The re1ated contingent ]iabi1ities as ofJune 30, 2021 consist of: Less than 1 year 0ne to five years More than fivc years BuiIdings 1,264 5,002 - Cars 31 22 - Coffee machines I 9 22 - TotaI 1,314 5,046 Operating Iease and rentaI expenses amounted to USD 1,356 (2020/202I: USD 1,39I) are inc1uded in housing and otheroperating expenses. The Cotnpany issued bank guarantees towards third parties for USD 1II (2020/2021: USD 125). DeIoitte Accountants B.*f''~~~ For identification purpos~·t[0K~ 23 ReIated to auditor's repo~~ ' dated January 13, 2023
  • 24. Super Micro Computer B.V. 's-Hertogenbosch 15. Provisions 6.30.2022 6.30.2021 USD'000 USD'000 Tax provision 7,657 8,673 7,657 8,673 Pending a discussion with the Dutch Tax Authority about doub1e taxation for the FY1 7 through FY20, we made a provision of EUR 7.3 miIIion (USD 7.7 miIIion). The decrease is due to foreign currency trans1ation as the ba1ance is denominatcd in EUR. We bc1ievc that our returns forthose years were in comp1iance with the appIicabIe tax Iaw and, ifdenied, we bcIieve we can successfuIIy dcfend our tax trcatment in court. DeIoitte Accountants B.~1'~~~ For identification purpos~~~ 24 ReIated to aud~tor's reporr- · dated January 13, 2023
  • 25. Super Micro Computer B.V. 's-Hertogenbosch Notes to the SDecific 1tems of the Profit and Loss Account 16. Net revenues The company derives revenue from the transfer of goods and services over time and at a point in time for the foIIowing mai0r product Iines and geographica1 regions: 2021/2022 2020/202 1 USD'000 USD'000 Europe 642,363 475,771 Asia 5,131 1(),270 US - - Rest of wor1d 8.962 8,809 Affi1iated Company 56,833 42,843 Tota1 7I3,289 537,693 2021/2022 2020/202 I USD-000 USD'000 Servers 453,90I 297,590 Components 189,07 I I83,408 Software 4,920 3,668 Service 8,564 10,184 Affi1iated Company 56,833 42.843 Tota] 713,289 537,693 2021/2022 2020/2021 USD'000 USD'000 0ver time revenue 6,617 9,284 Point in time revenue 649,839 485,566 Point in time revenue (affiIiated company) 56,833 42,843 Tota1 537,693 7I3,289 0veraII revenues from the goods saIes and serviccs saIes after the aIIocation of the transaction price to each performance obIigation in 2021/2022 are USD 704,725 and USD 8,564, respective1y. Revenues from the sa1es ofgoods and services in 2020/2021 were USD 527,509 and USD 10,184, respectiveIy. 17. Cost of goods so1d 2021/2022 2020/202 I USD'000 USD'000 Direct finished goods consumption 636,448 474,719 Purchase price variance (42,959) (22,82I) License cost (Fee from parent) 32,865 17,036 Service, warranty and freight cost I9,055 13,806 Direct Iabor wages and sa1aries 1 I,750 I 0,484 Indirect Iabor cost 2,524 2,830 1nventory reserves I,845 I,395 Tota1 66I,528 497,449 Service, warranty and freight cost inc1ude intercompany service charge of USD 0 (2020/2021: USD 595) and overhead aIIocation of USD 2,I53 (2020/2021: USD 276). De1oitte Accountants 8.vf~~~ For identification purposey~<' 25 ReIated to auditor's repoM'~' dated January 13, 2023
  • 26. Super Micro Computer B.V. 's-Hertogenbosch 18. 0perating expenses 202I/2022 2020/202 I USD'000 USD'000 Wages, saIaries and socia1 security charges 21,685 I8,585 jntcrcompany service charge 1,264 299 Depreciation 641 956 Housing 2,442 2,345 Extcrna1 consuItants expenses I,068 1,079 Sa1es activities expenses 1,245 506 Audit fecs and tax service fees 196 235 Bad debts provision expenscs (9) 3 0ther expenses 2,3 I 5 I,594 -I'ota1 operating expense 30,847 : 25,602 Genera1 and administration expenses inc1ude USD 1,264 (2020/2021: USD 299) service fees charged by group companies. Refer to note 22 ofthe financia1 statements. The decrease o f bad debt provision derived by the re1ease of bad debt provision in 202 I/2022 which re1ated to the payment received from the customer. Wages, sa1aries and socia1 security charges 2021/2022 2020/202 I 1JSD'000 USD'000 Wages and sa1aries 28,085 24,522 Socia1 security charges 5,350 4,547 33,435 29,069 2021/2022 2020/202I Direct Iabor cost reIated to products 1 I,750 10,484 Sa1es and marketing ]1,266 9.080 Genera] and administration 10,4I9 9,505 33,435 29,069 The sociaI security charges inc1ude pension costs re1ated to aII operationa1 activities. The pension costs amount to USD I,246 (2020/202I: USD 1,003). The average number ofemp1oyees broken down by activity, was as foIIows: 202!/2022 2020/2021 SaIes and Marketing 76 66 Technica1 Support and Services 89 82 Warehouse, Purchasing and Qua1ity ControI 98 79 Assemb1y I07 90 Administration 32 33 Tota1 number of empIoyees 402 350 1 1 On average, 51 empIoyees were working outside of the NetherIands in 202I/2022 (2020/2021: 41 emp1oyees). Fees paid to the auditjirm and ifs ne1work The fo1Iowing tab1e sets forth the aggregate audit fees biIIed to us by DeIoitte Accountants B.V. and fees paid to DeIoitte Be1astingadviseurs B.V. for tax services in the fee categories indicated be1ow for fisca1 years 2022 and 202 I . 2021/2022 2020/2021 Audit fees 190 197 Tax fecs 6 9 I96 206 De1oitte Accountants B.~;*I~7 For identification purpos5K~ 26 ReIated to aud~tor's repof'r-- ' dated January 13, 2023
  • 27. Super Micro Computer B.V. 's-Hertogenbosch No other audit re1ated services, advisory services or non-audit services were provided by the audit firm, nor has the Company paid fees to other firms in the DeIoitte network. 19. Financia1 income and expense FinanciaI income and expense re1ates to net interest income of USD 44 (2020/202I : USD 4), other income of USD 0 (2020/2021: USD 18) and currency transIation profit of USD 1,362 (2020/2021: currency transIation Iossof USD I01). 20. Taxation on resu1t of ordinary activitie5 1~he functionaI currency for corporate income tax is in U.S. doIIar. Thc commerciaI profit before taxation amounts to USD 23,525 (2020/2021: USD 14,728). The Company had an Advanced Pricing Agreement with Dutch tax authorities before the tax restructuring on November 30, 2019, and has an 1ntercompany Agreement with SMC-US for the Iicense whereby taxes are ca]cuIated based on a fixed percentage (3%) of profit rea1ized in the fisca1 year. In March 2020, the Company received a pre1iminary tax assessment for2016/2017of26 miIIion by Dutch tax authoritiesdue to the Iate fiIing. The Company beIieves that the assessment has no Iega1 basis and thereforc does not meet the criteria to rccord a tax reserve. The Company is current with its tax fiIings. The effective tax rate is 25.7%. 2I. Share in profit (1oss) of participations The share in profit (1oss) of participations amounts to USD I,206 (2020/2021: USD 173). 22. RcIated party transactions The maiority of the products so1d by Super Micro Computer B.V. are purchased from Super Micro group companics. These purchases are conducted at arin's Iength, using transfer prtces that are based on a transactionaI net margin method. In addition to purchases from reIated parties, Super Micro Co1nputer B.V. aIso se11s to Super Micro Computer 1nc. and Super Micro CoInputer Inc. Taiwan. 2021/2022 2020/202I USD'000 USD'000 I~urchases from participating and afTi1iated companies 307,I01 200,803 Sa1es to participating and aftiIiated companics 56,833 42,843 Further, thc Company purchased products from enti1ies, of which the statutory director of Super Micro Computer lnc. is aIso a member of thc board of directors. In addition, thc Company a1so soId products to these entities. The Company a1so se1Is products to its Associate. 1-he purchases and revenue consist of the foIIowing: 202I/2022 2020/202 I USD'000 USD'000 Purchases from AbIecom TechnoIogy Inc. 42,424 35,341 Purchase from Compuware Techno1ogy Inc. ] 0,285 6,977 Revenues to Compuware Techno1ogy 1nc. - Revenues to the Associate As at June 30, 2022 the amount owed to Ab1ecom Techno1ogy Inc. in connection with trading was USD 1,992. In addition, as at Junc 30, 2022 the amount owed to Compuware TechnoIogy 1nc. in connection with trading was USD 1,390. 1n view of the nature of the Iiabi1ities, they have been treated as trade payab1es. De1oitte Accountants B.~/'~~ For identification purposey€~¥~ 27 ReIated to auditor's repoM7-' dated January 13, 2023
  • 28. Super Micro Computer B.V. 's-Hertogenbosch The company is charged by Super Micro Korea for expenses incurred under sa1es, marketing and technica1 support services. These charges consist of the foIIowing: Super Micro Korea ljSD'000 Cost of saies 0ther opcrating cxpenses 1,264 Tota1 1,264 Severa1 emp1oyees participate in the share based payment p1an on SMC-US IeveI. The reIated cost are not rechargcd to the Company. Other Notes Remuneration of (former) statutory director 1n accordance with articIe 383.I Book 2 of the Dutch CiviI Code, the Company has not disc1osed the remuneration o f the statutory directors as it can be traced back to one singIe naturaI person. Subsequent Events Subsequent events were eva1uated up to January 1 3, 2023, which is the approved date of this annua1 report. As of September 0I, 2022, Ying Chen has been appointed as statutory director. There are no other significant events to report. Siiznin2 of the finHncia1 statements January 13, 2023 Super Micro Computer B.V. Vikranth Ma1ya1a Ying Chen (from September 0I. 2022) Statutory director Statutory director 0ther Information Branches and non-consoIidated companics of Super Micro Computer B.V. Nameofbranches Country of 1ncorporation Super Micro Computer Limited United Kingdom Super Micro Limited United Kingdoin Name of Non-conso1idated Companies Country of Incorporation Fiberhome Supermicro 1nformation Techno1ogies Co., Ltd China De1oitte Accountants B.~1'~~~ For identification purposep~4< 28 ReIated to auditor's repoP~~' dated January 13, 2023
  • 29. Super Micro Computer B.V. 's-Hertogenbosch ]ndependent auditor's report Reference is made to the independent auditor's report as inc1uded hereinafter. De1oitte Accountants B.*f1~~~~ For identification purposeyd&~ 29 ReIated to auditor's repo~-1 dated January 13, 2023
  • 30. De1oitte~ De1oitte Accountants B.v. FI~ght Forum 1 3072 AP Rotterdam P.0.B0x 2031 3000 CA Rotterdam NetherIands TeI: +31 (0)88 288 2888 Fax: +31 (0)88 288 9924 www.de1oitte.nI Independent auditor's report To the shareho1ders of Super Micro Computer B.V. REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS THE YEAR ENDED JUNE 30, 2022 0ur opinion We have audited the accompanying financiaI statements the year ended June 30, 2022 of Super Micro Computer B.V., based in 's-Hertogenbosch. In our opinion the accompanying financiaI statements give a true and fair view of the financiaI position of Super Micro Computer B.V. as at year ended June 30, 2022, and of its resuIt for the year ended June 30, 2022 in accordar1ce with Part 9 of Book 2 of the Dutch CjvjI Code. The financiaI statements comprise: 1. The baIance sheet as at year ended June 30, 2022. 2. The profit and Ioss account for the year ended June 30, 2022. 3. The statement of changes in equity for the year ended June 30, 2022. 4. The notes compris~ng a summary of the accounting poI~cies and other expIanatory ~nformat~on. Basis for our opinion We conducted our audit in accordance with Dutch Iaw, inc1uding the Dutch Standards on Auditing. Our resPonsibiIities under those standards are further described in the "0ur responsibiIities for the audit of the financiaI statements" section of our report. We are independent of Super Micro Computer B.V. in accordance with the Wet toezicht accountantsorganisaties (Wta, Audit firms supervision act), the Verordening inzake de onafhankeIiJkheid van accountants bij assurance-opdrachten (ViO, Code of Ethics for Professiona] Accountants, a reguIation with respect to independence) and other re1evant independence reguIations in the Nether1ands. Furthermore, we have comp1~ed with the Verordening gedrags- en beroepsregeIs accountants (VGBA, Dutch Code of Eth~cs). We be1ieve the audit evidence we have obtajned js suffjcjent and appropriate to provide a basis for our opinion. REPORT ON THE OTHER INFORMATION INCLUDED IN THE ANNUAL REPORT In addition to the financiaI statements and our auditor's report thereon, the AnnuaI Report contains other information that consists of: • Management Report. • 0ther Information as required by Part 9 of Book 2 of the Dutch CiviI Code. DeIoitte Accountants B.V. is reg1stered with the Trade Register of the Chamberof Commerce and Industry ~n Rotterdam number 24362853. De1o1tte Accountants B.V. ~s a Nether1andsaff~I~ate of DeIo~tte NSE LLP, a member f1rm of DeIo,tte Touche Tohmatsu Lim1ted. 230102149E/BF/1
  • 31. De1oitte~ Based on the fo11owing procedures performed, we conc1ude that the other information: • Is consistent with the financiaI statements and does not contain materiaI misstatements. • Contains the information as required by Part 9 of Book 2 of the Dutch CiviI Code. We have read the other information. Based on our knowIedge and understanding obtained through our audit of the financiaI statements or otherwise, we have considered whether the other information contains materiaI misstatements. By performing these procedures, we comp1y with the requirements of Part 9 of Book 2 of the Dutch CiviI Code and the Dutch Standard 720. The scope of the procedures performed is substantiaIIy Iess than the scope of those performed in our audit of the financiaI statements. Management is responsib1e for the preparation of the other information, inc1uding the Management Board's Report in accordance with Part 9 of Book 2 of the Dutch CiviI Code, and the other information as required by Part 9 of Book 2 of the Dutch CiviI Code. DESCRIPTION OF RESPONSIBILITIES REGARDING THE FINANCIAL STATEMENTS Responsibi1ities of management for the financia1 statements Management is responsibIe for the preparation and fa~r presentation of the financiaI statements in accordance with Part 9 of Book 2 of the Dutch CiviI Code. Furthermore, management is responsibIe for such internaI controI as management determines is necessary to enabIe the preparation of the financiaI statements that are free from materiaI misstatement, whether due to fraud or error. As part of the preparation of the financiaI statements, management is responsibIe for assessing the company's abiIity to continue as a going concern. Based on the financiaI reporting framework mentioned, management shouId prepare the financiaI statements using the going concern basis of accounttng unIess management either ~ntends to Iiqu~date the company or to cease operations, or has no reaI~stic aIternat1ve but to do so. Management shouId discIose events and circumstances that may cast significant doubt on the company's abiIity to continue as a going concern in the financiaI statements. 0ur responsibi1ities for the audit of the financia1 statements 0ur obJective is to p1an and perform the audit assignment in a manner that aIIows us to obtain sufficient and appropriate audit evidence for our opinion. Our audit has been performed with a high, but not absoIute, IeveI of assurance, which means we may not detect aII materiaI errors and fraud during our audit. Misstatements can arise from fraud or error and are considered materiaI if, individuaIIy or in the aggregate, they couId reasonabIy be expected to inf1uence the econom1c decisions of users taken on the bas~s of these financiaI statements. The materiaIity affects the nature, timing and extent of our audit procedures and the evaIuation of the effect of identified misstatements on our opinion. 230102149E/BF/2
  • 32. De1oitte~ We have exercised professionaI judgement and have maintained professionaI skepticism throughout the audit, ~n accordance with Dutch Standards on Audit~ng, eth~caI requ~rements and independence requirements. 0ur audit incIuded among others: • Identifying and assessing the risks of materiaI misstatement of the financiaI statements, whether due to fraud or error, designing and performing audit procedures responsive to those risks, and obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a materiaI misstatement resuIting from fraud is higher than for one resuIting from error, as fraud may invo1ve coIIusion, forgery, intentionaI omissions, misrepresentations, or the override of internaI controI. • 0btaining an understanding of internaI contro1 reIevant to the audit in order to design audit procedures that are appropr~ate ~n the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company's internaI controI. • EvaIuating the appropriateness of accounting poIicies used and the reasonabIeness of accounting estimates and reIated disc1osures made by management. • Conc1uding on the appropriateness of management's use of the going concern basis of accounting, and based on the audit evidence obtained, whether a materiaI uncertainty exists reIated to events or conditions that may cast significant doubt on the company's abiIity to continue as a going concern. If we conc1ude that a materiaI uncertainty exists, we are required to draw attention in our auditor's report to the reIated discIosures in the financiaI statements or, if such discIosures are inadequate, to modify our opinion. 0ur concIusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the company to cease to continue as a going concern. • EvaIuating the overaII presentation, structure and content of the financiaI statements, inc1uding the discIosures. • EvaIuating whether the f~nanciaI statements represent the under1ying transact~ons and events in a manner that achieves fair presentation. Because we are uItimateIy responsibIe for the opinion, we are aIso responsib1e for directing, supervising and performing the group audit. In this respect we have determined the nature and extent of the audit procedures to be carried out for group entities. Decisive were the size and/or the risk profiIe of the group entities or operations. 0n this basis, we se1ected group entities for which an audit or review had to be carried out on the compIete set of financiaI information or specific items. We communicate with management regarding, among other matters, the pIanned scope and timing of the audit and sign~f1cant audit findings, 1nc1uding any sign~f1cant findings 1n 1nternaI controI that we identif1ed during our audit. Eindhoven, January 13, 2023 De1oitte Accountants B.V. S~gned on the or~ginaI: A.J.M. Zwama-Bombeeck 230102149E/BF/3