Zhending-KY Announces Subsidiary Zhending Technology Co., Ltd. Plans to Subscribe to Topco Technology Corp.'s Second Private Placement Unsecured Convertible Bonds
Zhending-KY announced on behalf of its subsidiary, Zhending Technology Co., Ltd., that it plans to subscribe to Topco Technology Corp.'s second private placement unsecured convertible bonds. The total subscription amount will not exceed NT$190 million. This is a strategic investment aimed at enhancing the company's competitiveness. The convertible bonds and shares after conversion will be subject to transfer restrictions for three years before potential public offering and listing, subject to regulatory compliance.
📋 Article Processing Timeline
- 📰 Published: April 15, 2026 at 09:00
- 🔍 Collected: April 16, 2026 at 08:00 (23h 0m after Published)
- 🤖 AI Analyzed: April 19, 2026 at 01:05 (65h 4m after Collected)
1. Name and Nature of Target Object (If preferred stock, specify agreed issuance conditions such as dividend rate, etc.):
Topco Technology Corp. (hereinafter referred to as 'Topco') second private placement unsecured convertible bonds.
2. Date of Fact Occurrence: 115/04/15
3. Transaction Unit Quantity, Price Per Unit, and Total Transaction Amount:
Transaction Unit Quantity: Not exceeding 1,900 units
Price Per Unit: Face value per unit NT$100,000; subscription price per unit not less than 80% of the theoretical price and not less than the face value.
Total Transaction Amount: Total principal amount not exceeding NT$190 million.
4. Counterparty to the Transaction and its Relationship with the Company (If the counterparty is an individual and not a related party of the company, their name may be omitted):
Counterparty: Topco
Relationship with the Company: Not a related party.
5. If the counterparty is a related party, reasons for selecting the related party as the transaction object, the previous owner, the relationship between the previous owner, the company, and the counterparty, the date of previous transfer, and the transfer amount shall also be announced:
Not applicable.
6. If the owner of the subject of the transaction has been a related party of the company within the last five years, the date of acquisition and disposal, price, and relationship with the company at the time of the transaction shall also be announced:
Not applicable.
7. Matters related to the disposal of debt (including the type of collateral attached to the disposed debt, and if the disposed debt is a debt to a related party, the name of the related party and the book value of the debt disposed of to the related party shall also be announced):
Not applicable.
8. Disposal Profit (or Loss) (Not applicable for acquisition of securities) (Deferred items should be listed to explain recognition status):
Not applicable.
9. Delivery or Payment Terms (including payment period and amount), Contractual Restrictions, and Other Important Agreements:
Delivery or Payment Terms: According to payment notice.
Contractual Restrictions: None.
Other Important Agreements:
(1) This bond and the private placement common shares after conversion, three years after the delivery date, after all subscribers have fully converted and relevant regulatory conditions are met, Topco may apply to the competent authority for public offering and listing.
(2) This private placement requires approval by Topco's shareholders' meeting and pricing by the board of directors.
10. Method of Decision for this Transaction, Basis for Price Determination, and Decision-Making Unit:
Method of Decision and Basis for Price Determination: According to contract agreement.
Decision-Making Unit: Handled according to company approval authority.
11. Net Asset Value Per Share of the Company Whose Securities Are Acquired or Disposed Of: Not applicable.
12. If the difference between the reference price for private placement of securities and the per-share transaction amount of the company whose securities are traded reaches 20% or more: Not applicable.
13. Cumulative Quantity, Amount, Shareholding Ratio, and Restrictions on Rights (e.g., pledge status) of this Transaction's Securities Held to Date (including this transaction):
Cumulative Quantity Held: Not exceeding 1,900 units.
Cumulative Amount Held: Total principal not exceeding NT$190 million.
Shareholding Ratio: Not applicable.
Restrictions on Rights: In accordance with the transfer restrictions for privately placed securities under the Securities Transaction Act and the terms of the subscription agreement.
14. To Date, the Proportion of Securities Investments (including this transaction) from Private Placements to the Total Assets and Equity Attributable to Parent Company Owners in the Company's Latest Financial Statements, and the Amount of Working Capital in the Latest Financial Statements (Note 2):
Proportion of Total Assets in the Company's Latest Individual Financial Statements: 0.07%
Proportion of Equity Attributable to Parent Company Owners in the Company's Latest Consolidated Financial Statements: 65.67%
Amount of Working Capital in the Company's Latest Individual Financial Statements: NT$54,819,976 thousand.
15. Management Fees and Brokerage Fees:
None.
16. Specific Purpose or Use of Acquisition or Disposal:
Strategic Investment.
17. Opinions of Dissenting Directors on this Transaction:
Not applicable.
18. Is this Transaction a Related Party Transaction?
No.
19. Date of Board Approval:
Not applicable.
20. Date of Supervisor's Approval or Audit Committee's Consent:
Not applicable.
21. Has an Accountant Issued an Opinion of Unreasonableness for this Transaction?
No.
22. Name of Accounting Firm:
Not applicable.
23. Name of Accountant:
Not applicable.
24. Accountant's Practice Certificate Number:
Not applicable.
25. Other matters to be noted:
The actual pricing date, actual conversion price, and actual issue price for Topco's private placement convertible bonds are proposed to be submitted to its shareholders' meeting. Within the scope of not less than the resolution percentage of the shareholders' meeting, the board of directors will be authorized to set them in accordance with relevant laws and regulations, and based on subsequent negotiations with specific parties and market conditions.
Keywords: Major Information
Topco Technology Corp. (hereinafter referred to as 'Topco') second private placement unsecured convertible bonds.
2. Date of Fact Occurrence: 115/04/15
3. Transaction Unit Quantity, Price Per Unit, and Total Transaction Amount:
Transaction Unit Quantity: Not exceeding 1,900 units
Price Per Unit: Face value per unit NT$100,000; subscription price per unit not less than 80% of the theoretical price and not less than the face value.
Total Transaction Amount: Total principal amount not exceeding NT$190 million.
4. Counterparty to the Transaction and its Relationship with the Company (If the counterparty is an individual and not a related party of the company, their name may be omitted):
Counterparty: Topco
Relationship with the Company: Not a related party.
5. If the counterparty is a related party, reasons for selecting the related party as the transaction object, the previous owner, the relationship between the previous owner, the company, and the counterparty, the date of previous transfer, and the transfer amount shall also be announced:
Not applicable.
6. If the owner of the subject of the transaction has been a related party of the company within the last five years, the date of acquisition and disposal, price, and relationship with the company at the time of the transaction shall also be announced:
Not applicable.
7. Matters related to the disposal of debt (including the type of collateral attached to the disposed debt, and if the disposed debt is a debt to a related party, the name of the related party and the book value of the debt disposed of to the related party shall also be announced):
Not applicable.
8. Disposal Profit (or Loss) (Not applicable for acquisition of securities) (Deferred items should be listed to explain recognition status):
Not applicable.
9. Delivery or Payment Terms (including payment period and amount), Contractual Restrictions, and Other Important Agreements:
Delivery or Payment Terms: According to payment notice.
Contractual Restrictions: None.
Other Important Agreements:
(1) This bond and the private placement common shares after conversion, three years after the delivery date, after all subscribers have fully converted and relevant regulatory conditions are met, Topco may apply to the competent authority for public offering and listing.
(2) This private placement requires approval by Topco's shareholders' meeting and pricing by the board of directors.
10. Method of Decision for this Transaction, Basis for Price Determination, and Decision-Making Unit:
Method of Decision and Basis for Price Determination: According to contract agreement.
Decision-Making Unit: Handled according to company approval authority.
11. Net Asset Value Per Share of the Company Whose Securities Are Acquired or Disposed Of: Not applicable.
12. If the difference between the reference price for private placement of securities and the per-share transaction amount of the company whose securities are traded reaches 20% or more: Not applicable.
13. Cumulative Quantity, Amount, Shareholding Ratio, and Restrictions on Rights (e.g., pledge status) of this Transaction's Securities Held to Date (including this transaction):
Cumulative Quantity Held: Not exceeding 1,900 units.
Cumulative Amount Held: Total principal not exceeding NT$190 million.
Shareholding Ratio: Not applicable.
Restrictions on Rights: In accordance with the transfer restrictions for privately placed securities under the Securities Transaction Act and the terms of the subscription agreement.
14. To Date, the Proportion of Securities Investments (including this transaction) from Private Placements to the Total Assets and Equity Attributable to Parent Company Owners in the Company's Latest Financial Statements, and the Amount of Working Capital in the Latest Financial Statements (Note 2):
Proportion of Total Assets in the Company's Latest Individual Financial Statements: 0.07%
Proportion of Equity Attributable to Parent Company Owners in the Company's Latest Consolidated Financial Statements: 65.67%
Amount of Working Capital in the Company's Latest Individual Financial Statements: NT$54,819,976 thousand.
15. Management Fees and Brokerage Fees:
None.
16. Specific Purpose or Use of Acquisition or Disposal:
Strategic Investment.
17. Opinions of Dissenting Directors on this Transaction:
Not applicable.
18. Is this Transaction a Related Party Transaction?
No.
19. Date of Board Approval:
Not applicable.
20. Date of Supervisor's Approval or Audit Committee's Consent:
Not applicable.
21. Has an Accountant Issued an Opinion of Unreasonableness for this Transaction?
No.
22. Name of Accounting Firm:
Not applicable.
23. Name of Accountant:
Not applicable.
24. Accountant's Practice Certificate Number:
Not applicable.
25. Other matters to be noted:
The actual pricing date, actual conversion price, and actual issue price for Topco's private placement convertible bonds are proposed to be submitted to its shareholders' meeting. Within the scope of not less than the resolution percentage of the shareholders' meeting, the board of directors will be authorized to set them in accordance with relevant laws and regulations, and based on subsequent negotiations with specific parties and market conditions.
Keywords: Major Information