【Powerchip Semiconductor】Announcement of Board Resolution to Issue New Shares through Cash Capital Increase for Global Depositary Receipts
Powerchip Semiconductor has resolved to issue new shares through a cash capital increase to participate in the issuance of Global Depositary Receipts (GDRs). This aims to fund future operational development and enhance international competitiveness by acquiring machinery and equipment. The issuance will be within the range of 360 million to 420 million common shares.
📋 Article Processing Timeline
- 📰 Published: April 28, 2026 at 09:00
- 🔍 Collected: April 29, 2026 at 08:00 (23h 0m after Published)
- 🤖 AI Analyzed: April 29, 2026 at 08:02 (2 min after Collected)
1. Date of Board of Directors' Resolution: 115/04/28 (April 28, 2026)
2. Source of Capital Increase Funds: Cash capital increase by issuing common shares to participate in the issuance of Global Depositary Receipts.
3. Is a blanket registration used for issuing new shares (Yes, please specify planned issuance period / No): No
4. Total Amount and Number of Shares to be Issued (If it is a capital increase from earnings or capital surplus, the number of shares does not include those allocated to employees):
The tentative number of shares to be issued is within the range of 360,000 thousand shares to 420,000 thousand shares for participating in the issuance of Global Depositary Receipts. The par value per share is NTD 10, and the Chairman is authorized to adjust the number of shares issued within this range based on market conditions. The actual total issuance amount will be calculated based on the number of depositary receipt units issued and their price.
5. For blanket registration cases, the amount and number of shares for this issuance: Not applicable.
6. For blanket registration cases, the remaining amount and number of shares after this issuance: Not applicable.
7. Par Value per Share: NTD 10.
8. Issue Price:
The issue price of these depositary receipts will be tentatively determined by multiplying the common share reference market price (based on the closing price of the company's common shares on the Taiwan Stock Exchange Co., Ltd. (hereinafter referred to as the "Exchange") on the pricing date, or the simple arithmetic average of the closing prices of the company's common shares on one, three, or five business days preceding the pricing date, whichever is selected) by the number of common shares of the company represented by each depositary receipt unit, and then converted into US dollars using the NTD to USD exchange rate on the pricing date. The actual issue price will be jointly negotiated by the company and the lead underwriter based on prevailing market conditions; provided that the common share price converted from this unit issue price shall not be lower than 90% of the average share price after deducting ex-rights (or ex-capital reduction) and ex-dividend for gratis shares from the aforementioned common share reference market price. If relevant laws and regulations of the Republic of China change, the pricing method may also be adjusted in accordance with legal provisions.
9. Employee Subscription Shares or Allotment Amount:
In accordance with Article 267 of the Company Act, 10% of the total common shares issued will be reserved for subscription by the company's employees.
10. Public Sales Shares:
Except for the 10% of total common shares reserved for employee subscription in accordance with Article 267 of the Company Act, the remaining 90% will be fully offered for public issuance in accordance with Article 28-1 of the Securities and Exchange Act, as resolved by the 115th Annual General Meeting of Shareholders, where original shareholders waived their preemptive rights, to serve as the underlying securities for this Global Depositary Receipt issuance.
11. Original Shareholder Subscription or Gratis Allotment Ratio:
In accordance with Article 28-1 of the Securities and Exchange Act, as resolved by the 115th Annual General Meeting of Shareholders, original shareholders waived their preemptive rights, and all shares will be offered for public issuance to serve as the underlying securities for this Global Depositary Receipt issuance.
12. Handling of Odd Lots and Unsubscribed Shares:
Shares that employees waive subscription for or that are undersubscribed will be authorized to the Chairman to negotiate for subscription by specific parties, or to be included as underlying securities for the Global Depositary Receipt issuance as market demand requires.
13. Rights and Obligations of These Newly Issued Shares: Same as existing common shares.
14. Purpose of This Capital Increase Funds:
The Company plans to acquire machinery and equipment to meet future operational development needs and enhance its international competitiveness.
15. Other Explanatory Matters:
(1) Important contents of this cash capital increase plan (including actual issue price, actual number of shares issued, issuance conditions, project items, fundraising amount, scheduled progress, and estimated potential benefits, etc.), postponement or cancellation of this case, and all other matters related to this cash capital increase, if any amendments are required in the future due to approval by the competent authority, changes in laws and regulations, changes in objective circumstances, or other factual needs, the Chairman is authorized to fully represent the Company in handling such amendments or adjustments.
(2) The Chairman or his designated person is authorized to individually or jointly represent the Company in signing all relevant documents for this cash capital increase by issuing common shares to participate in the issuance of Global Depositary Receipts, and to handle all matters required for this cash capital increase by issuing common shares to participate in the issuance of Global Depositary Receipts.
Keywords: Material Information
2. Source of Capital Increase Funds: Cash capital increase by issuing common shares to participate in the issuance of Global Depositary Receipts.
3. Is a blanket registration used for issuing new shares (Yes, please specify planned issuance period / No): No
4. Total Amount and Number of Shares to be Issued (If it is a capital increase from earnings or capital surplus, the number of shares does not include those allocated to employees):
The tentative number of shares to be issued is within the range of 360,000 thousand shares to 420,000 thousand shares for participating in the issuance of Global Depositary Receipts. The par value per share is NTD 10, and the Chairman is authorized to adjust the number of shares issued within this range based on market conditions. The actual total issuance amount will be calculated based on the number of depositary receipt units issued and their price.
5. For blanket registration cases, the amount and number of shares for this issuance: Not applicable.
6. For blanket registration cases, the remaining amount and number of shares after this issuance: Not applicable.
7. Par Value per Share: NTD 10.
8. Issue Price:
The issue price of these depositary receipts will be tentatively determined by multiplying the common share reference market price (based on the closing price of the company's common shares on the Taiwan Stock Exchange Co., Ltd. (hereinafter referred to as the "Exchange") on the pricing date, or the simple arithmetic average of the closing prices of the company's common shares on one, three, or five business days preceding the pricing date, whichever is selected) by the number of common shares of the company represented by each depositary receipt unit, and then converted into US dollars using the NTD to USD exchange rate on the pricing date. The actual issue price will be jointly negotiated by the company and the lead underwriter based on prevailing market conditions; provided that the common share price converted from this unit issue price shall not be lower than 90% of the average share price after deducting ex-rights (or ex-capital reduction) and ex-dividend for gratis shares from the aforementioned common share reference market price. If relevant laws and regulations of the Republic of China change, the pricing method may also be adjusted in accordance with legal provisions.
9. Employee Subscription Shares or Allotment Amount:
In accordance with Article 267 of the Company Act, 10% of the total common shares issued will be reserved for subscription by the company's employees.
10. Public Sales Shares:
Except for the 10% of total common shares reserved for employee subscription in accordance with Article 267 of the Company Act, the remaining 90% will be fully offered for public issuance in accordance with Article 28-1 of the Securities and Exchange Act, as resolved by the 115th Annual General Meeting of Shareholders, where original shareholders waived their preemptive rights, to serve as the underlying securities for this Global Depositary Receipt issuance.
11. Original Shareholder Subscription or Gratis Allotment Ratio:
In accordance with Article 28-1 of the Securities and Exchange Act, as resolved by the 115th Annual General Meeting of Shareholders, original shareholders waived their preemptive rights, and all shares will be offered for public issuance to serve as the underlying securities for this Global Depositary Receipt issuance.
12. Handling of Odd Lots and Unsubscribed Shares:
Shares that employees waive subscription for or that are undersubscribed will be authorized to the Chairman to negotiate for subscription by specific parties, or to be included as underlying securities for the Global Depositary Receipt issuance as market demand requires.
13. Rights and Obligations of These Newly Issued Shares: Same as existing common shares.
14. Purpose of This Capital Increase Funds:
The Company plans to acquire machinery and equipment to meet future operational development needs and enhance its international competitiveness.
15. Other Explanatory Matters:
(1) Important contents of this cash capital increase plan (including actual issue price, actual number of shares issued, issuance conditions, project items, fundraising amount, scheduled progress, and estimated potential benefits, etc.), postponement or cancellation of this case, and all other matters related to this cash capital increase, if any amendments are required in the future due to approval by the competent authority, changes in laws and regulations, changes in objective circumstances, or other factual needs, the Chairman is authorized to fully represent the Company in handling such amendments or adjustments.
(2) The Chairman or his designated person is authorized to individually or jointly represent the Company in signing all relevant documents for this cash capital increase by issuing common shares to participate in the issuance of Global Depositary Receipts, and to handle all matters required for this cash capital increase by issuing common shares to participate in the issuance of Global Depositary Receipts.
Keywords: Material Information