Release Date: June 26, 115 Statement Date: June 25, 115 Statement Time: 18:37:53 Company Code: 2883 Company Name: Kaijin Fund Subject: Announcement by subsidiary CDIB Venture Capital Co., Ltd., under CDIB Capital Group, regarding board resolution to participate in investment in TSMG Fund Applicable Clause: Clause 24 Factual Date: June 25, 115
Details: 1. Name and nature of the subject matter (for preferred shares, specify issuance terms such as dividend rate): Limited partnership interest in "Taiwan Smart Manufacturing Global Limited Partnership" (provisional name, hereinafter referred to as "Taiwan Smart Manufacturing Global Fund" or "TSMG Fund").
2. Factual Date: 115/06/25
3. Number of units, unit price, and total transaction amount: The subject is a limited partnership interest, thus no transaction quantity or unit price applies. At the first closing, CDIB Venture Capital Co., Ltd. (hereinafter "CDIB Venture") will invest up to the lower of 19.5% (inclusive) of the fund size or NT$585 million (inclusive).
4. Counterparty and its relationship with the company (if the counterparty is an individual and not a related party of the company, name disclosure may be omitted): Counterparty: The proposed newly established "TSMG Fund"; Relationship with the company: After establishment, the fund will be a related party in financial reporting.
5. If the counterparty is a related party, disclose the reason for selecting such party, the previous transferor, the relationship among the previous transferor, the company, and the counterparty, the previous transfer date, and the transfer amount: No prior transfer.
6. If the owner of the subject matter was a related party of the company within the past five years, disclose the related party’s acquisition and disposal dates, price, and relationship with the company at the time: Not applicable.
7. Matters related to the disposal of receivables (including types of collateral attached to disposed receivables; if receivables from related parties are disposed, disclose the related party’s name and the book value of receivables disposed): Not applicable.
8. Gain (or loss) from disposal (not applicable for acquisition of securities; if deferred, list recognition schedule): Not applicable.
9. Delivery or payment terms (including payment period and amount), contractual restrictions, and other important agreements: As stipulated in the fund-related agreements.
10. Decision-making method for this transaction, reference basis for price determination, and decision-making unit: Decision-making method and price determination reference: As stipulated in the fund-related agreements; Decision-making unit: Board of Directors.
11. Net asset value per share of the securities-issuing company: Not applicable.
12. Difference between private placement reference price and per-unit transaction price exceeding 20%: Not applicable.
13. Cumulative number, amount, ownership percentage, and rights restriction status (e.g., pledge) of securities held to date (including this transaction): As the subject is a limited partnership interest, there is no transaction quantity. Cumulative amount and investment ratio: CDIB Venture will invest up to the lower of 19.5% (inclusive) of the fund size or NT$585 million (inclusive). Rights restriction status: None.
14. Ratio of cumulative private securities investment (including this transaction) to total assets and equity attributable to parent company owners in the latest financial statements, and the amount of working capital in the latest financial statements: Ratio to total assets: 0.80%; Ratio to equity attributable to parent company owners: 0.95%; Working capital in latest financial report: Not applicable.
15. Manager and brokerage fees: Not applicable.
16. Specific purpose or use of the acquisition or disposal: For investment business development needs.
17. Dissenting directors’ opinions on this transaction: None.
18. Whether this transaction is a related-party transaction: Yes.
19. Date of board approval: 115/06/25
20. Date of supervisor approval or audit committee consent: Not applicable, handled according to Article 45 of the Financial Holding Company Act.
21. Whether the accountant issued a non-reasonable opinion for this transaction: Not applicable.
22. Name of accounting firm: Not applicable.
23. Name of accountant: Not applicable.
24. Accountant’s license number: Not applicable.
25. Other explanatory matters: CDIB Capital Group plans to cooperate with third parties to raise funds and establish the Taiwan Smart Manufacturing Global Limited Partnership (TSMG Fund), with a provisional fund size of no less than NT$3 billion.
FACT BOX
- Source: PR Times
- Category: Funding