Tai Yang Announces Board Resolution on Pricing and Subscriber Information for 114th Year Second Private Placement of Common Shares
Tai Yang's board has resolved to privately place 81,300,813 common shares at NT$12.30 per share, with proceeds allocated to working capital and long-term operational development, in compliance with regulatory requirements.
📋 Article Processing Timeline
- 📰 Published: June 15, 2026 at 09:00
- 🔍 Collected: June 16, 2026 at 17:00 (32h 0m after Published)
- 🤖 AI Analyzed: June 16, 2026 at 18:36 (1h 36m after Collected)
1. Board Resolution Date: 115/06/15
2. Type of Privately Placed Securities: Common Shares
3. Private Placement Recipients and Their Relationship with the Company:
The intended recipients of this private placement of common shares are limited to specific individuals as defined under Article 43-6 of the Securities and Exchange Act.
4. Number of Privately Placed Shares or Units: 81,300,813 shares
5. Available Private Placement Quota: As approved by the shareholders' meeting on June 18, 114, the total number of issued shares shall not exceed 100,000 thousand shares.
6. Basis and Reasonableness of Private Placement Pricing:
(1) The simple arithmetic average closing prices of the common shares for the one, three, or five trading days preceding the pricing date, adjusted for bonus share issuances, dividends, and reinstatement of capital reduction effects, were NT$15.30, NT$15.27, and NT$15.37, respectively. The five-day average closing price of NT$15.37 was selected as the benchmark.
(2) The simple arithmetic average closing price of the common shares over the thirty trading days preceding the pricing date, after similar adjustments, was NT$14.72.
(3) Based on the above, NT$15.37 was adopted as the reference price. Considering the impact on shareholders' interests, the actual private placement price was set at NT$12.30 per share, which is 80% of the reference price and not less than 80% of the reference price approved by the ordinary shareholders' meeting. This pricing method and conditions comply with applicable laws and regulations and are deemed reasonable, taking into account the company’s operating performance, future outlook, and recent market share prices.
7. Use of Proceeds from This Private Placement: To strengthen working capital and support long-term operational development.
8. Reasons for Not Adopting a Public Offering:
The company has chosen private placement to ensure timeliness and feasibility in fundraising while effectively reducing capital costs. Compared to public offerings, which require public disclosure documents and may delay fundraising timelines, private placements allow the company to collaborate with specific investors under Article 43-6 of the Securities and Exchange Act, aligning with actual needs and strategic plans, thereby enhancing flexibility and efficiency in resource allocation. Additionally, the three-year transfer restriction on privately placed securities helps secure long-term cooperation with financial or strategic investors.
9. Dissenting or Reservations by Independent Directors: None
10. Actual Pricing Date: 115/06/15
11. Reference Price: NT$15.37
12. Actual Private Placement Price, Conversion Price, or Subscription Price: NT$12.30
13. Rights and Obligations of the Newly Privately Placed Shares:
The rights and obligations of the privately placed common shares are, in principle, identical to those of the company's currently issued common shares. However, under the Securities and Exchange Act, these privately placed shares cannot be freely transferred for three years from the date of delivery, except as permitted under Article 43-8. These shares may only be freely transferred after three years from delivery or upon applying to the competent authority for supplementary public offering procedures and listing.
14. Conversion, Exchange, or Subscription Benchmark Date (if applicable): Not applicable
15. Potential Dilution Impact (if applicable): Not applicable
16. Impact on Listed Common Share Equity Ratio Assuming Full Conversion or Subscription (if applicable): Not applicable
17. Measures for Low Liquidity if Listed Common Shares Are Less Than 60 Million or 25%: Not applicable
18. Other Matters to Be Disclosed:
The payment period for this private placement of common shares shall comply with the 'Regulations on Private Placements of Securities by Publicly Issued Companies.' The full payment must be received within 15 days from the board resolution pricing date. However, if regulatory approval is required, the full payment must be received within 15 days from the date of receiving such approval.
2. Type of Privately Placed Securities: Common Shares
3. Private Placement Recipients and Their Relationship with the Company:
The intended recipients of this private placement of common shares are limited to specific individuals as defined under Article 43-6 of the Securities and Exchange Act.
4. Number of Privately Placed Shares or Units: 81,300,813 shares
5. Available Private Placement Quota: As approved by the shareholders' meeting on June 18, 114, the total number of issued shares shall not exceed 100,000 thousand shares.
6. Basis and Reasonableness of Private Placement Pricing:
(1) The simple arithmetic average closing prices of the common shares for the one, three, or five trading days preceding the pricing date, adjusted for bonus share issuances, dividends, and reinstatement of capital reduction effects, were NT$15.30, NT$15.27, and NT$15.37, respectively. The five-day average closing price of NT$15.37 was selected as the benchmark.
(2) The simple arithmetic average closing price of the common shares over the thirty trading days preceding the pricing date, after similar adjustments, was NT$14.72.
(3) Based on the above, NT$15.37 was adopted as the reference price. Considering the impact on shareholders' interests, the actual private placement price was set at NT$12.30 per share, which is 80% of the reference price and not less than 80% of the reference price approved by the ordinary shareholders' meeting. This pricing method and conditions comply with applicable laws and regulations and are deemed reasonable, taking into account the company’s operating performance, future outlook, and recent market share prices.
7. Use of Proceeds from This Private Placement: To strengthen working capital and support long-term operational development.
8. Reasons for Not Adopting a Public Offering:
The company has chosen private placement to ensure timeliness and feasibility in fundraising while effectively reducing capital costs. Compared to public offerings, which require public disclosure documents and may delay fundraising timelines, private placements allow the company to collaborate with specific investors under Article 43-6 of the Securities and Exchange Act, aligning with actual needs and strategic plans, thereby enhancing flexibility and efficiency in resource allocation. Additionally, the three-year transfer restriction on privately placed securities helps secure long-term cooperation with financial or strategic investors.
9. Dissenting or Reservations by Independent Directors: None
10. Actual Pricing Date: 115/06/15
11. Reference Price: NT$15.37
12. Actual Private Placement Price, Conversion Price, or Subscription Price: NT$12.30
13. Rights and Obligations of the Newly Privately Placed Shares:
The rights and obligations of the privately placed common shares are, in principle, identical to those of the company's currently issued common shares. However, under the Securities and Exchange Act, these privately placed shares cannot be freely transferred for three years from the date of delivery, except as permitted under Article 43-8. These shares may only be freely transferred after three years from delivery or upon applying to the competent authority for supplementary public offering procedures and listing.
14. Conversion, Exchange, or Subscription Benchmark Date (if applicable): Not applicable
15. Potential Dilution Impact (if applicable): Not applicable
16. Impact on Listed Common Share Equity Ratio Assuming Full Conversion or Subscription (if applicable): Not applicable
17. Measures for Low Liquidity if Listed Common Shares Are Less Than 60 Million or 25%: Not applicable
18. Other Matters to Be Disclosed:
The payment period for this private placement of common shares shall comply with the 'Regulations on Private Placements of Securities by Publicly Issued Companies.' The full payment must be received within 15 days from the board resolution pricing date. However, if regulatory approval is required, the full payment must be received within 15 days from the date of receiving such approval.
FAQ
How was the private placement price of Tai Yang determined?
The price was set at NT$12.30, 80% of the reference price of NT$15.37, balancing shareholder interests and regulatory compliance.
Are there transfer restrictions on the privately placed shares?
Yes, under the Securities and Exchange Act, the shares cannot be freely transferred for three years from the delivery date.
What will the raised funds be used for?
The proceeds will be used to strengthen working capital and support long-term business development.