1.Name and nature of the subject matter (if preferred shares,
the terms and conditions of issuance shall also be indicated,
e.g.dividend yield):
Yenrich Technology Corporation (hereinafter “Yenrich”)
2.Date of occurrence of the event:2018/12/13
3.Volume, unit price, and total monetary amount of the transaction:
Volume：Estimated to acquire common shares of 36,800,000 shares
(with nominal value NTD 10 dollar per share)
Unit Price：Share price is NTD 25 dollar per share
Total monetary amount of the transaction：NTD 0.92 billion in cash
4.Counterpart to the trade and its relationship to the Company
(if the trading counterpart is a natural person and furthermore
is not an actual related party of the Company, the name of the
trading counterpart is not required to be disclosed):
Yenrich is a 100% owned subsidiary of the company.
5.Where the counterpart to the trade is an actual related party,
a public announcement shall also be made of the reason for choosing
the related party as trading counterpart and the identity of the
previous owner (including its relationship with the company and the
trading counterpart), price of transfer, and date of acquisition:Not available
6.Where a person who owned the property within the past five years
has been an actual related person of the company, a public
announcement shall also include the dates and prices of
acquisition and disposal by the related person and the
person’s relationship to the company at those times:Not available
7.Matters related to the creditor's rights currently being disposed
of (including types of collateral of the disposed creditor's rights;
if the creditor's rights are creditor's rights toward a related
person, the name of the related person and the book amount of the
creditor's rights toward such related person currently being
disposed of must also be announced):Not available
8.Anticipated profit or loss from the disposal (not applicable in
cases of acquisition of securities) (where originally deferred, the
status or recognition shall be stated and explained):Not available
9.Terms of delivery or payment (including payment period and
monetary amount), restrictive covenants in the contract, and
other important stipulations:
Yenrich will first apply for capital reduction and then increase capital,
the company will regard the execution results of future operation plan of
the group and implement specialization among three business groups to
conduct capital increasing to Yenrich by one or several times to retain
the total capital of Yenrich at around NTD 0.6 billion.
10.The manner in which the current transaction was decided, the
reference basis for the decision on price, and the decision-making
department:BOD
11.Current cumulative volume, amount, and shareholding percentage
of holdings of the security being traded (including the current
trade) and status of any restriction of rights (e.g.pledges):
Yenrich will first apply for capital reduction and then increase capital,
the accumulated shares of Yenrich by the company is around 60 Million
shares with amount around NTD1.16 billion and 100% owned by the company.
12.Current ratio of long or short term securities investment
(including the current trade) to the total assets and shareholder's
equity as shown in the most recent financial statement and the
operating capital as shown in the most recent financial statement:
Percentage to total assets: 1.87%
Percentage to shareholders' equity: 2.30%
Operating Capital: NT$ 12,554 million
13.Broker and broker's fee:Not available
14.Concrete purpose or use of the acquisition or disposal:
Long-term equity investment in response future business operation plan
of the group and to implement specialization among three business groups.
15.Net worth per share of the underlying securities acquired
or disposed of:Not available
16.Do the directors have any objection to the present transaction?:
Not available
17.Has the CPA issued an opinion on the unreasonableness of the price
of the current transaction?:Not available
18.Any other matters that need to be specified:None.