Last checked at 10 Aug 2023 10:39
Subject: Subsidiary Hyield Venture Capital Co.,Ltd. has participated in private placement issued by Zhong Yang Technology Co.,Ltd by way of private placement
Contents:
1.Name and nature of the underlying security (if preferred shares, the terms and conditions of issuance shall also be indicated, e.g., dividend yield):
Zhong Yang Technology Co.,Ltd; Common shares
2.Date of occurrence of the event:2023/8/10
3.No., unit price, and monetary amount of the transaction:
Number:1,500,000 common shares
Unit price: NTD 31.3/per share
Monetary amount of the transaction: NTD 46,950,000
4.Counterparty to the trade and its relationship to the company (if the trading counterparty is a natural person and not a related party of the company, its name is not required to be disclosed):
Common shares newly issued by Zhong Yang Technology Co., Ltd; Investments accounted under the equity method
5.Where the counterparty to the trade is a related party, an announcement shall also be made of the reason for choosing the related party as trading counterparty and the identity of the previous owner, including its relationship with the company and the trading counterparty, the price of the ownership transfer, and date of transfer: Participation in the private placement; Na
6.Where the owner of the underlying securities within the past five years has been a related party of the company, an announcement shall also include the dates and prices of acquisition and disposal by the related party and its relationship with the company at the time: Na
7.Matters related to the creditor's rights currently being disposed of (including type of collateral of the disposed creditor's rights; if the creditor's rights are creditor's rights over a related party, the name of the related party and the book amount of such creditor's rights currently being disposed of must also be announced): Na
8.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): Na
9.Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important stipulations:
The shares issued by Zhong Yang Technology Co., Ltd and acquired by Hyield Venture Capital Co., Ltd by way of private placement shall not be transferred to others within three years of the closing date
10.The manner in which the current transaction was decided, the reference basis for the decision on price, and the decision-making unit:
Subscription in accordance with the private placement terms and conditions established by Zhong Yang Technology Co.,Ltd
Decision-making body: The Director's consent
11.Net worth per share of company of the underlying securities acquired or disposed of: NTD 19.79
12.The discrepancy between the reference price of private placement company and the transaction amount per share is 20 percent or more:No
13.Current cumulative no., amount, and shareholding ratio of the securities being traded (including the current transaction) as of the date of occurrence and status of any restriction of rights (e.g.,pledges):
Hyield Venture Capital Co.,Ltd
Cumulative no.: 11,553,908 shares
Amount: NTD 263,431,347
Shareholding ratio of the securities being traded (including the current
transaction) as of the date of occurrence:13.88%
Status of any restriction of rights (e.g.,pledges): subject to Article 43-8
Hon Chi International Investments Co., Ltd
Cumulative no.: 4,468,403 shares
Amount: NTD 96,213,920
Shareholding ratio of the securities being traded (including the current
transaction) as of the date of occurrence:5.37%
Status of any restriction of rights (e.g.,pledges):None
Hon Yuan International Investments Co.,Ltd
Cumulative no.: 4,468,403 shares
Amount: NTD 96,213,920
Shareholding ratio of the securities being traded (including the current
transaction) as of the date of occurrence:5.37%
Status of any restriction of rights (e.g.,pledges):None
Bon Shin International Investment Co.,Ltd
Cumulative no.: 1,224,779 shares
Amount: NTD 26,372,014
Shareholding ratio of the securities being traded (including the current
transaction) as of the date of occurrence:1.47%
Status of any restriction of rights (e.g.,pledges): None
14.Privately placed securities (including the current transaction) as a percentage of total assets of the company and shareholder's equity of the parent company on the latest financial statements, and the operating capital on the latest financial statements as of the date of occurrence:
ratio to total asset:0.11%
ratio to total shareholder's equity:0.29%
operating capital: -183,067,522 thousand
15.Broker and broker's fee: None
16.Concrete purpose or use of the acquisition or disposition: Long term investment
17.Whether the directors expressed any objection to the present transaction: No
18.Whether the trading counterparty is a related party: Yes
19.Date of approval by board of directors:2023/8/10
20.Recognition date by supervisors or approval date by audit committee: Na
21.Whether the CPA issued an opinion on the unreasonableness of the current transaction: Na
22.Name of the CPA firm: Na
23.Name of the CPA: Na
24.License no.of the CPA: Na
25.Any other matters that need to be specified: None