Release Date: June 26, 115 Statement Date: June 25, 115 Statement Time: 17:49:10 Company Code: 3041 Company Name: Altek Subject: Announcement of Board Resolution on Pricing and Subscriber Information for the First Private Placement of Common Shares in Year 114 Applicable Clause: Clause 11 Event Date: June 25, 115

1. Board Resolution Date: 06/25/115 2. Type of Privately Placed Securities: Common Shares 3. Private Placement Recipients and Their Relationship with the Company: (1) The recipients are selected specific parties in compliance with Article 43-6 of the Securities and Exchange Act and Financial Supervisory Commission Securities Division Order No. 1120383220, limited to strategic investors.

(2) Confirmed Subscriber: Subscriber Name Relationship to Company Expected Subscription Shares Yuchuan Zhilian Co., Ltd. Major shareholder (>10%) 1,873,000

(3) Top 10 Shareholders of the Corporate Subscriber and Their Relationship with the Company: Major Shareholder Name Shareholding Ratio Relationship to Company Guangju Jingdian United Co., Ltd. 83.78% Shareholder of a >10% shareholder of Altek Guangpu Electric Co., Ltd. 16.22% Related enterprise of Altek

4. Number of Privately Placed Shares: 1,873,000 common shares 5. Maximum Private Placement Amount: Up to NT$100 million 6. Basis and Rationality for Pricing: (1) The reference price is the higher of: (a) the simple arithmetic average of closing prices of common shares over the 1, 3, or 5 trading days prior to the pricing date, adjusted for bonus issues, dividends, and reverse adjustments for capital reduction; or (b) the average over the 30 trading days prior. The actual private placement price shall not be lower than 80% of the reference price. (2) The adjusted average closing prices for the 1, 3, and 5 trading days prior to pricing were NT$30.85, NT$31.00, and NT$30.03, respectively. (3) The adjusted average closing price over the 30 trading days prior was NT$25.81. (4) The higher of the 5-day average (NT$30.03) and 30-day average (NT$25.81) is NT$30.03, which is set as the reference price. (5) The proposed issuance price is NT$24.03 per share for 1,873,000 shares, raising a total of NT$45,008,190. This price is 80% of the reference price, compliant with shareholder meeting authorization.

7. Use of Proceeds: Entirely for strengthening working capital. 8. Reason for Not Conducting Public Offering: Due to capital market conditions, timeliness, feasibility, issuance costs, and the strategic need to attract long-term partners. The transfer restrictions on privately placed securities help ensure sustained cooperation with strategic investors, hence a private placement was chosen.

9. Dissenting or Reservations by Independent Directors: None 10. Actual Pricing Date: 06/25/115 11. Reference Price: NT$30.03 per share 12. Actual Private Placement Price: NT$24.03 per share 13. Rights and Obligations of the Newly Issued Shares: Same as existing common shares, except that the privately placed shares cannot be freely transferred within three years from the delivery date, except as permitted under Article 43-8 of the Securities and Exchange Act. After three years, the board may apply to the competent authority for supplementary public offering procedures and list the shares via book-entry transfer, without issuing physical certificates.

14. Conversion/Exchange/Subscription Benchmark Date: Not applicable 15. Potential Dilution from Conversion/Exchange/Subscription: Not applicable 16. Impact on Listed Shareholding Ratio if Converted: Not applicable 17. Measures for Low Liquidity if Listed Shares <60M or <25%: Not applicable 18. Other Disclosures: (1) After full receipt of funds, the Chairman is authorized to set the capital increase benchmark date. (2) Any unaddressed matters, including revisions to the share subscription agreement, may be fully delegated to the Chairman if required by objective conditions or regulatory authorities.

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  • Source: PR Times
  • Category: Funding