1. Board resolution date: 115/06/12 2. Type of privately placed securities: Ordinary shares 3. Recipients of the private placement and their relationship with the company: Parties specified under Article 43-6 of the Securities and Exchange Act. 4. Number of shares or units placed: 24,500,000 shares. 5. Available private placement quota: With a par value of NT$10 per share, the placement will be conducted within a quota of up to 79,500,000 shares. The placement will be carried out in three tranches within one year from the shareholders' meeting resolution date. 6. Basis and rationale for pricing the private placement: The private placement price for the company's ordinary shares shall be no less than 80% of the reference price. The reference price is determined by selecting one of the following: the simple arithmetic average of closing prices of ordinary shares over 1, 3, or 5 trading days prior to the pricing date, adjusted by deducting the effects of bonus share issuances and dividends and adding back reverse adjustments for capital reduction; or the simple arithmetic average of closing prices over the 30 trading days prior to the pricing date, similarly adjusted. The higher of the two calculated prices shall be used. 7. Use of proceeds from this private placement: To strengthen working capital, for investments, and to repay borrowings. (Amended) 8. Reason for not adopting a public offering: To strengthen working capital, repay bank loans, and meet long-term development needs, the company has chosen private placement due to its speed and simplicity, which better aligns with corporate requirements compared to a public offering. 9. Dissenting or reserved opinions from independent directors: None. 10. Actual pricing date: 115/06/12 11. Reference price: 8.87 12. Actual private placement price, conversion price, or subscription price: 7.10 13. Rights and obligations of the newly issued private placement shares: The rights and obligations are identical to those of the company's existing ordinary shares. However, transfer restrictions apply: under relevant provisions of the Securities and Exchange Act, the shares cannot be freely transferred within three years of delivery, except under specific circumstances permitted by law. 14. Share conversion benchmark date for convertible, exchangeable, or subscription rights-attached instruments: Not applicable 15. Potential dilution impact for convertible, exchangeable, or subscription rights-attached instruments: Not applicable 16. Potential impact on listed ordinary shares ratio after full conversion or exercise (listed ordinary shares A, A/total issued ordinary shares): Not applicable 17. Measures to address low equity liquidity if projected listed ordinary shares are less than 60 million or 25%: Not applicable 18. Other matters to be disclosed: (1) Payment period: From June 12, 115 to June 25, 115 (2) Capital increase benchmark date: June 25, 115 (3) Any actual implementation details of this cash capital increase via private placement, and other unaddressed matters, if requiring changes or amendments due to legal revisions, regulatory requirements, operational assessments, or objective environmental impacts, shall be fully authorized to the Chairman for handling.

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  • Source: PR Times
  • Category: Funding
  • Dates in source: 115/06/12