Last checked at 28 Aug 2015 12:25
Subject: The Board of Directors resolved to enter into a Letter of Intent for strategic alliance with Siliconware Precision Industries Co., Ltd.
Date of events:2015/08/28
Contents:
1.Date of occurrence of the event:2015/08/28
2.Counterparty to the contract or commitment:
Siliconware Precision Industries Co., Ltd.("SPIL")
3.Starting and ending dates (or rescission date) of the contract or commitment:
From August 28, 2015 and automatically terminates on the 90th day thereafter (or such other date as agreed between parties) or execution date of the share exchange agreement, which ever is earlier. However, the Letter of Intent may be terminated or extended with written agreement between parties.
4.Major content (not applicable where rescinded):
In order to pursue vertical integration and further industry partnership, the Company agree to enter into a Letter of Intent as a basis for further negotiation and entering into of a share exchange agreement. The parties will obtain the other party's common shares through the exchange of shares in accordance with Paragraph 8 of Article 156 of the ROC Company Act. The exchange ratio is one newly-issued common share of the Company exchange for 2.54 newly-issued SPIL's common shares. After the Company and SPIL exchange of shares, the Company will hold 840,600,000 SPIL's shares, accounting for 21.24% shares of SPIL, post capital increase; and SPIL will hold 359,230,769 of the Company's shares, accounting for 2.20% shares of the Company, post capital increase for free and this capital increase.
5.Effect on company finances and business (not applicable where rescinded):
Based on equality and mutual benefit and faith, the Company aim to pursue vertical integration and further industry partnership, and achieve the economic of scales and enhance competitive advantage.
6.Concrete purpose/objective (not applicable where rescinded):
Based on the transaction structure, the parties will initially work together on the following items:
(1)Substrate design integration to manufacture competitive products, such as Embedded Substrate, Panel Size Fan-Out WLCSP, and etc.
(2)Future demands in smart phones, internet of things, wearables, etc., SPIL will provide IC wire bonding and wafer level packaging technology combined with Hon Hai's SMT and module assembly technology in order to develop the next generation of system level assembly products.
(3)Jointly develop ASIC chip, assembly, modules, etc., from the design approach, in order to accelerate the time-to-market, increase product performance and lower costs.
(4)Closely collaborate on SiP related technology to fully explore its inherent commercial opportunities.
7.Any other matters that need to be specified:
The execution of share exchange agreement will be conducted in accordance with the applicable laws and regulations.