CyberLink Corp. Board Resolves to Proceed with Simple Merger with Subsidiary (CyberLink International Technology Corp.)

CyberLink Corp. announced its board's resolution to proceed with a simple merger with its wholly-owned subsidiary, CyberLink International Technology Corp. The merger aims to integrate group resources and enhance operational efficiency without affecting shareholder equity.
提携NQ 0/100出典:PR Times

📋 Article Processing Timeline

  • 📰 Published: April 29, 2026 at 09:00
  • 🔍 Collected: April 30, 2026 at 08:00 (23h 0m after Published)
  • 🤖 AI Analyzed: April 30, 2026 at 09:24 (1h 24m after Collected)
1. Type of M&A (e.g., merger, spin-off, acquisition, or share transfer): Merger
2. Date of occurrence of the event: 2026/4/29
3. Name of participating M&A company (e.g., the other merging company, newly established company from spin-off, or target company for acquisition or share transfer): Surviving company: CyberLink Corp. (hereinafter referred to as "CyberLink"). Dissolving company: CyberLink International Technology Corp. (hereinafter referred to as "CyberLink-B.V.I")
4. Counterparty to the transaction (e.g., the other merging company, company to which assets are transferred in a spin-off, or target for acquisition or share transfer): CyberLink International Technology Corp.
5. Is the counterparty a related party: Yes
6. Relationship between the counterparty and the company (e.g., an investee company in which the company holds XX% of shares), and explanation of the reason for selecting a related enterprise or related party as the target for acquisition or share transfer and whether it affects shareholders' equity: CyberLink-B.V.I is a 100% directly held subsidiary of the company. To integrate group resources and enhance operational efficiency, the merger is conducted in accordance with Article 19 of the Business Mergers and Acquisitions Act, without affecting shareholders' equity.
7. Purpose and conditions of the M&A, including reasons for M&A, consideration conditions, and payment timing (Note 7): To integrate group resources and enhance operational efficiency, a merger is conducted with the company's 100% held subsidiary in accordance with Article 19 of the Business Mergers and Acquisitions Act. After the merger, all issued shares of the dissolving company will be cancelled due to the merger, and no share exchange will occur.
8. Expected benefits after M&A: Improve management efficiency and reduce operating costs.
9. Impact of M&A on net value per share and earnings per share: No impact on net value per share and earnings per share.
10. Type of M&A consideration and source of funds: Not applicable.
11. Share exchange ratio and its calculation basis: The company is conducting a simple merger with its 100% held subsidiary, without issuing new shares or paying cash as merger consideration.
12. Non-fairness opinion issued by accountant, lawyer, or securities underwriter for this transaction: Not applicable.
13. Name of accounting firm, law firm, or securities underwriter: Not applicable.
14. Name of accountant or lawyer: Not applicable.
15. Accountant or lawyer's professional license number: Not applicable.
16. Independent expert's opinion on the fairness of the share exchange ratio, cash, or other assets distributed to shareholders in this M&A (I. Including the methods, principles, or calculation methods used to determine the public tender offer price and comparison with internationally customary market value method, cost method, and discounted cash flow method. II. Comparison of the financial status, profitability, and price-earnings ratio of the acquired company with listed peers. III. If the public tender offer price refers to the appraisal report of an appraisal institution, the content and conclusion of the appraisal report should be explained. IV. If the acquirer's financing repayment plan is secured by the assets or shares of the acquired company or the surviving company after the merger, the impact assessment on the financial and business soundness of the acquired company or the surviving company after the merger should be explained) (Note 7): Not applicable.
17. Scheduled completion date (Note 7): The tentative merger effective date is June 15, 2026. If changes to the merger effective date are necessary, the chairman is authorized to negotiate and determine with the representatives of the participating merger companies.
18. Matters related to existing or newly established company assuming rights and obligations of dissolving (or spun-off) company (Note 2): From the merger effective date, all assets, liabilities, and rights and obligations of the dissolving company will be comprehensively assumed by the surviving company in accordance with the law.
19. Basic information of participating merger companies (Note 3): Surviving company: CyberLink Corp. Main business: Computer software sales. Dissolving company: CyberLink International Technology Corp. Main business: Professional investment.
20. Matters related to spin-off (including the estimated value of business and assets to be transferred to existing or newly established company; total number, type, and quantity of shares obtained by the spun-off company or its shareholders; matters related to capital reduction if the spun-off company's capital is reduced) (Note: Not applicable if not a spin-off announcement): Not applicable.
21. Conditions and restrictions on future transfer of M&A shares: Not applicable.
22. Plans after completion of M&A (including I. intention and content of continuing to operate the company's business. II. whether dissolution, delisting, significant changes in organization, capital, business plans, finance and production, arrangements or utilization of important personnel, assets, or any other significant matters affecting shareholders' equity will occur): Not applicable.
23. Other important agreements: None.
24. Other significant matters related to M&A: Not applicable.
25. Do directors have any objections to this transaction: No
26. Information on interested directors involved in the M&A transaction (name of natural person director or name of corporate director and name of its representative, important content of their own or their represented legal entity's interest (including but not limited to the method of actual or planned investment in other participating M&A companies, shareholding ratio, transaction price, whether to participate in the operation of the M&A company, and other investment conditions), reasons for recusal or non-recusal, recusal status, reasons for approving or opposing the M&A resolution) (Note 7): None.
27. Does it involve changes in operating model: No
28. Explanation of changes in operating model (Note 4): Not applicable.
29. Transaction status with the counterparty in the past year and expected next year (Note 5): Not applicable.
30. Source of funds (Note 5): Not applicable.
31. Other matters to be specified (Note 6): The company previously announced on March 18, 2026, on behalf of its subsidiary CyberLink-B.V.I, that it had jointly signed a Consortium Agreement with Ms. Jau-Hwa Wang, a director of the company, and issued a preliminary and non-binding proposal to acquire all shares and privatize Perfect Corp. (Cayman). Due to the simple merger between the company and CyberLink-B.V.I, with the company as the surviving company, from the merger effective date, the company will proceed in accordance with the law.