1. Name and Nature of the Target (for preferred shares, issuance conditions such as dividend rate should also be specified): Xiangyi Pharmaceutical Co., Ltd. (hereinafter referred to as Xiangyi) Private Placement Ordinary Shares 2. Date of Occurrence of the Fact: 115/05/07 (May 7, 2026) 3. Transaction Quantity, Unit Price, and Total Transaction Amount: Transaction Quantity: 20,000,000 shares Unit Price: The subscription price for Xiangyi's private placement ordinary shares shall not be lower than the sum of daily transaction amounts divided by the sum of daily transaction shares in Xiangyi's OTC stock computer negotiation and click system for the 30 business days prior to the pricing date, after deducting ex-rights for bonus shares and ex-dividends, and adding back ex-rights for capital reductions, and shall not exceed NT$12. The actual subscription price and related matters concerning the signing of the investment agreement are fully authorized to the Chairman within the aforementioned investment quota and price range. Total Transaction Amount: Not exceeding NT$240,000 thousand 4. Counterparty and its Relationship with the Company (if the counterparty is a natural person and not a related party of the company, their name may be omitted): Counterparty: Xiangyi Relationship with the Company: Non-related party 5. If the counterparty is a related party, the reason for selecting the related party as the transaction object, the owner of the previous transfer, the relationship between the owner of the previous transfer and the company and the counterparty, the date of the previous transfer, and the transfer amount should also be announced: Not applicable 6. If the ownership of the transaction target has been a related party of the company within the last five years, the related party's acquisition and disposition dates, prices, and the relationship with the company at the time of the transaction should also be announced: Not applicable 7. Matters related to the disposition of claims (including the type of collateral attached to the disposed claims, if the disposed claims belong to claims against a related party, the name of the related party and the book value of the claims against the related party for this disposition should also be announced): Not applicable 8. Disposition Gains (or Losses) (not applicable for acquisition of securities) (for deferred items, the recognition status should be listed and explained): Not applicable 9. Delivery or Payment Conditions (including payment period and amount), Contractual Restrictions, and Other Important Agreements: Delivery or Payment Conditions: Handled in accordance with the agreement Other Important Agreements: After three full years from the delivery date of the private placement securities, Xiangyi may apply to the competent authority for supplementary public issuance and listing of the ordinary shares from this private placement. 10. Decision-Making Method, Reference Basis for Price Determination, and Decision-Making Unit for this Transaction: Transaction and Price Determination: As agreed in the contract Decision-Making Unit: Handled in accordance with the company's approval authority 11. Net Value per Share of the Target Company for Acquisition or Disposition of Securities: 5.07 12. Is the difference between the reference price of the private placement securities of the target company and the transaction amount per share 20% or more? No 13. As of now, the cumulative number, amount, shareholding ratio, and restricted rights (e.g., pledge status) of this transaction's securities (including this transaction): Quantity: 20,000,000 shares Amount: Not exceeding NT$240,000 thousand Shareholding Ratio: 11.79% Restricted Rights: After three full years from the delivery date of the private placement securities, Xiangyi may apply to the competent authority for supplementary public issuance and listing of the ordinary shares from this private placement. 14. As of now, the ratio of private placement securities investment (including this transaction) to the total assets and equity attributable to owners of the parent company in the company's latest financial report, and the amount of working capital in the latest financial report: Ratio to Total Assets: 19.35% Ratio to Equity Attributable to Owners of the Parent Company: 22.74% Working Capital: NT$736,235 thousand 15. Manager and Brokerage Fees: None 16. Specific Purpose or Use of Acquisition or Disposition: Strategic investment 17. Opinions of Dissenting Directors on this Transaction: None 18. Is this transaction a related party transaction? No 19. Date of Board of Directors' Approval: Not applicable 20. Date of Supervisors' Approval or Audit Committee's Consent: Not applicable 21. Did the accountant issue a non-reasonable opinion on this transaction? Yes 22. Name of Accounting Firm: Shuoyih United Certified Public Accountants 23. Name of Accountant: Yu Shang-yi 24. Accountant's License Number: Financial Supervisory Commission Certificate No. 7707 25. Other Explanatory Matters: None

FACT BOX

  • Source: PR Times
  • Category: Partnership
  • Dates in source: 115/05/07