1. Name and Nature of the Target (for preferred shares, issuing conditions such as dividend rate should also be specified): Common shares of Taifuyihao Energy Co., Ltd. 2. Date of Occurrence: 115/5/12~115/5/12 3. Date of Board Resolution: May 12, 115 (R.O.C. calendar) 4. Other Approval Dates: Not applicable 5. Quantity, Unit Price, and Total Transaction Amount: Quantity of shares: Not exceeding 70,000,000 common shares Unit Price: NT$10 per share Total Transaction Amount: Not exceeding NT$700,000,000 6. Counterparty and its Relationship with the Company (If the counterparty is a natural person and not a related party of the company, disclosure of their name may be omitted): Taifuyihao Energy Co., Ltd., a subsidiary of the company 7. If the counterparty is a related party, the reason for selecting the related party as the transaction object, the previous owner of the transfer, the relationship between the previous owner, the company, and the counterparty, the previous transfer date, and transfer amount should be disclosed: Subsidiary cash capital increase 8. If the subject of the transaction was owned by a related party within the past five years, the related party's acquisition and disposal dates, prices, and relationship with the company at the time of the transaction should be disclosed: Not applicable 9. Matters related to the disposal of receivables (including types of collateral attached to receivables, if receivables belong to related party receivables, the name of the related party and the book value of the receivables disposed of in this transaction should be disclosed): Not applicable 10. Disposal gains (or losses) (not applicable for acquisition of securities) (for deferred items, a table should be provided to explain recognition status): Not applicable 11. Delivery or Payment Terms (including payment period and amount), Contractual Restrictions, and Other Important Agreements: According to Taifuyihao Energy Co., Ltd.'s capital increase payment schedule 12. Method of Decision for this Transaction, Reference Basis for Price Determination, and Decision-Making Unit: NT$10 per share at par value and the resolution of the company's board of directors 13. Net Asset Value per Share of the Acquired or Disposed Securities Company: NT$8.32 14. As of now, the accumulated number, amount, shareholding ratio, and restricted rights (such as pledges) of this transaction's securities (including this transaction): Quantity: Not exceeding 70,100,000 shares (including initially established shares) Amount: Not exceeding NT$701,000 thousand Shareholding Ratio: 100% Restricted Rights (such as pledges): None 15. As of now, the proportion of investment in securities (including this transaction) listed in Article 3 of the "Regulations Governing the Acquisition or Disposal of Assets by Public Companies" to the company's total assets and owners' equity attributable to the parent company in the latest financial report, and the amount of working capital in the latest financial report (Note 2): Proportion to total assets: 8.89% Proportion to equity: 15.92% Working Capital Amount: NT$(2,180,743) thousand 16. Broker and Brokerage Fees: None 17. Specific Purpose or Use of Acquisition or Disposal: To create long-term stable revenue and expand overall operational scale to achieve economies of scale 18. Opinions of Dissenting Directors in this Transaction: None 19. Is this transaction a related party transaction: Yes 20. Date of Supervisor Approval or Audit Committee Consent: May 12, 115 (R.O.C. calendar) 21. Accountant's non-reasonable opinion on this transaction: Not applicable 22. Accountant Firm Name: Not applicable 23. Accountant's Name: Not applicable 24. Accountant's Practice Certificate Number: Not applicable 25. Does it involve changes in business model: No 26. Explanation of business model changes: Not applicable 27. Transaction status with the counterparty in the past year and expected next year: Not applicable 28. Source of Funds: Not applicable 29. Date of previous material information announcement on the same event: Not applicable 30. Other explanatory matters: If the capital increase plan changes due to operational evaluation or other factors, it is proposed to authorize the chairman to handle it within NT$700,000 thousand and report to the board of directors later.
FACT BOX
- Source: PR Times
- Category: Funding
- Dates in source: 115/5/12