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6 Aug 2015 11:17
Subject: To Simplify and Reorganize the Investment Framework in EMEA
Date of events: 2015/08/06
Contents:
1. Kind of merger/acquisition (e.g. merger, consolidation, spin-off, acquisition, or receiving assignment of shares): Merger
2. Date of occurrence of the event: 2015/08/06
3. Names of companies participating in the merger (e.g.name of the other company participating in the merger or consolidation, newly established company in a spin-off, acquired company, or company whose shares are taken assignment of):
Acer Europe B. V. ("AHN"), and Acer Europe SA ("AEG"), direct / indirect wholly-owned subsidiaries of Acer European Holdings Limited ("AEH"), are merged into AEH.
4. Counterparty (e.g.name of the other company participating in the merger or consolidation, company taking assignment of the spin-off, or counterparty to the acquisition or assignment of shares):AEH, AHN and AEG
5. Relationship between the counterparty and the Company (investee company in which the Company has re-invested and has shareholding of XX%), and explanation of the reasons for the decision to acquire, or take assignment of the shares of, an affiliated enterprise or related person, and whether it will affect shareholders' equity:
AEH, AHN and AEG are direct or indirect wholly-owned subsidiaries of the Company.
6. Purpose/objective of the merger/acquisition: Simplify investment structure
7. Anticipated benefits of the merger/acquisition: Decrease operating cost
8. Effect of the merger or consolidation on net worth per share and earnings per share: No effect
9. Share exchange ratio and basis of its calculation: Not applicable
10. Scheduled timetable for consummation: To be discussed with the companies of the merger
11. Matters related to assumption by the existing company or new company of rights and obligations of the extinguished (or spun-off) company: The surviving entity (AEH) assumes all the assets, rights, and liabilities of the extinguished entities as of the acquisition date.
12. Basic information of companies participating in the merger:
Main business activities of AEH and AHN: investing business
Main business activities of AEG: Brand Information & Product Marketing
13. Matters related to the spin-off (including estimated value of the business and assets planned to be assigned to the existing company or new company; the total number and the types and volumes of the shares to be acquired by the split company or its shareholders; matters related to the reduction, if any, in capital of the split company) (note: not applicable other than where there is announcement of a spin-off): Not applicable
14. Conditions and restrictions on future transfers of shares resulting from the merger or acquisition: Not applicable
15. Other important stipulations: N/A
16. Do the directors have any objection to the present transaction?: N/A
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