1. Name and nature of the subject matter (if preferred shares, specify issuance terms such as dividend rate): Limited partnership interest in the 'Taiwan Smart Manufacturing Global Limited Partnership' (provisional name, hereinafter referred to as the 'Taiwan Smart Manufacturing Fund' or 'TSMG Fund').
2. Date of occurrence: 115/06/25
3. Number of units, unit price, and total transaction amount: The subject matter is a limited partnership interest, thus no specific number of units or unit price applies. The transaction amount at the first closing will be capped at the lower of 19.5% (inclusive) of the fund size or NT$585 million (inclusive) by CDIB Venture Investment Co., Ltd. (hereinafter 'CDIB Venture').
4. Counterparty and its relationship with the company (if the counterparty is a natural person and not a related party of the company, name disclosure may be omitted): Counterparty: The proposed newly established 'TSMG Fund'; Relationship with the company: After establishment, the fund will be a related party for financial reporting purposes.
5. If the counterparty is a related party, state the reason for selecting such party, the previous transferor, the relationship among the previous transferor, the company, and the counterparty, the previous transfer date, and the transfer amount: No prior transfer.
6. If the owner of the subject matter was a related party of the company within the past five years, disclose the date, price, and relationship with the company at the time of acquisition and disposal by the related party: Not applicable.
7. Matters related to the disposal of receivables (including types of collateral attached to the disposed receivables; if the disposed receivables are those of a related party, disclose the name of the related party and the book value of the receivables disposed): Not applicable.
8. Gain (or loss) from disposal (not applicable for acquisition of securities) (if deferred, list and explain recognition status): Not applicable.
9. Delivery or payment terms (including payment period and amount), contractual restrictions, and other important agreements: As stipulated in the relevant fund agreements.
10. Decision-making method for this transaction, reference basis for price determination, and decision-making body: Decision-making method and price determination basis: As stipulated in the relevant fund agreements; Decision-making body: Board of Directors.
11. Net asset value per share of the securities-issuing company acquired or disposed: Not applicable.
12. Difference of 20% or more between the private placement reference price and the per-unit transaction price of the securities-issuing company: Not applicable.
13. Cumulative number, amount, ownership percentage, and rights restriction status (e.g., pledge) of the securities (including this transaction) held to date: As the subject is a limited partnership interest, there is no transaction quantity; cumulative amount and capital contribution ratio of the securities (including this transaction): CDIB Venture capped at the lower of 19.5% (inclusive) of the fund size or NT$585 million (inclusive); rights restriction status: None.
14. Ratio of private placement securities investment (including this transaction) to total assets and equity attributable to owners of the parent company in the company’s latest financial statements, and the amount of working capital in the latest financial statements: Ratio to total assets: 0.80%; ratio to equity attributable to owners of the parent company: 0.95%; working capital in the latest financial report: Not applicable.
15. Manager and brokerage fees: Not applicable.
16. Specific purpose or use of the acquisition or disposal: For the development needs of investment business.
17. Dissenting directors’ opinions on this transaction: None.
18. Whether this transaction is a related-party transaction: Yes.
19. Date of board approval: 115/06/25
20. Date of supervisor acknowledgment or audit committee approval: Not applicable, handled according to Article 45 of the Financial Holding Company Act.
21. Whether the accountant issued a non-reasonableness opinion for this transaction: Not applicable.
22. Name of the accounting firm: Not applicable.
23. Name of the accountant: Not applicable.
24. Accountant’s practice certificate number: Not applicable.
25. Other explanatory matters: CDIB Capital Group plans to cooperate with third parties to raise funds and establish the Taiwan Smart Manufacturing Global Fund (TSMG Fund), with a provisional fund size of no less than NT$3 billion.
FACT BOX
- Source: PR Times
- Category: Funding
- Dates in source: 115/06/25