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Announcement of obtaining PRC Investment

27 Oct 2023 12:20

RNS Number : 5822R
Hon Hai Precision Industry Co Ld
27 October 2023
 

Subject:Announcement of obtaining PRC Investment

1.Date of occurrence of the event:2023/10/27

2.Method of the current increase (decrease) in investment:

Relevant news on 7/24.HON HAI PRECISION will acquire a 50% ownership stake in ZF Chassis Modules GmbH from ZF Friedrichshafen AG, through our 100% owned investment holding company, Foxconn EV Singapore Holdings Pte. Ltd., for an amount not exceeding 500 million euros (excluding any adjustments as per the transaction agreement prior to closing and working capital adjustments, which will be announced separately upon confirmation of the actual amount).

This acquisition will indirectly grant HON HAI ownership in ZF Chassis Modules (Shanghai) Co., Ltd., an ZF Chassis Modules GmbH's investment venture in mainland China.

3.Amount, unit price, and total monetary amount of the transaction:

The indirect investment amount in ZF Chassis Modules (Shanghai) Co., Ltd. is not exceeding EUR 202,300,000.

4.Company name of the mainland Chinese investee:

ZF Chassis Modules (Shanghai) Co., Ltd.

5.Paid-in capital of aforementioned mainland Chinese investee:

The restructuring is not yet complete, and the specific amounts are yet to be determined.

6.Amount of capital increase currently planned for the aforementioned

mainland Chinese investee:0 RMB

7.Main businesses of the aforementioned mainland Chinese investee:

Components wholesales, Automotive Components retails, Technical Services, Technical R&D.

8.Type of CPA opinion in the latest annual financial statements of the

aforementioned mainland Chinese investee:

Newly established company, not applicable.

9.Total equity of the aforementioned mainland Chinese investee in the latest

annual financial statements:

Newly established company, not applicable.

10.Amount of profit/loss of the aforementioned mainland Chinese investee in

the latest annual financial statements:

Newly established company, not applicable.

11.Amount of actual investment in the aforementioned mainland Chinese

investee, up to the present moment:0 USD

12.Trading counterparty and its relationship with the Company:

ZF Friedrichshafen AG, None.

13.Where the trading counterparty is a related party, announcement shall

also be made of the reason for choosing the related party as trading

counterparty and the identity of the previous owner, its relationship with

the Company and the trading counterparty, and the previous date and monetary

amount of transfer:Not applicable.

14.Where an owner of the underlying assets within the past five years has

been a related party of the Company, the announcement shall also include the

date and price of acquisition and disposal by the related party, and its

relationship with the Company at the time of the transaction:Not applicable.

15.Profit (or loss) upon disposal:Not applicable.

16.Terms of delivery or payment (including payment period and monetary

amount), restrictive covenants in the contract, and other important terms

and conditions:

(1)The completion of this transaction is subject to the fulfillment of certain preconditions, including but not limited to obtaining approvals from the relevant regulatory authorities before closing.

(2)The transaction is also contingent on ZF Chassis Modules GmbH undergoing organizational restructuring.

17.The manner in which the current transaction was decided, the reference

basis for the decision on price, and the decision-making unit:

Decision Method for the Transaction: Negotiation

Basis for Price Determination: Based on market multiples

Decision-Making Body for the Transaction: Board of Directors

18.Broker: None

19.Concrete purpose of the acquisition or disposal:

Long-term strategic investment

20.Any dissenting opinions of directors to the present transaction:None

21.Whether the counterparty of the current transaction is a related party:

NO

22.Date of the board of directors resolution:NA

23.Date of ratification by supervisors or approval by

the Audit Committee:NA

24.Total amount of investment in mainland China (including the current

investment) approved by the Investment Commission, up to the present moment:

USD12,805,293,644.26

25.Ratio of the total amount of investment in mainland China (including the

current investment) approved by the Investment Commission, up to the present

moment, to the paid-in capital on the latest financial statements:

287.64%

26.Ratio of the total amount of investment in mainland China (including the

current investment) approved by the Investment Commission, up to the present

moment, to the total assets on the latest financial statements:

11.21%

27.Ratio of the total amount of investment in mainland China (including the

current investment) approved by the Investment Commission, up to the present

moment, to equity attributable to owners of the parent on the latest

financial statements:

28.63%

28.Total amount of actual investment in mainland China, up to the present

moment:

USD10,963,036,206.01

29.Ratio of the total amount of actual investment in mainland China, up to

the present moment, to the paid-in capital on the latest financial

statements:246.26%

30.Ratio of the total amount of actual investment in mainland China, up to

the present moment, to the total assets on the latest

financial statements:9.60%

31.Ratio of the total amount of actual investment in mainland China, up to

the present moment, to equity attributable to owners of the parent on the

latest financial statements:24.51%

32.Amount of recognized profit (loss) on investment in mainland China for

the last three years:

2020: NTD 119,283,719,000 

2021: NTD 157,233,126,000 

2022: NTD 173,959,823,000 

33.Amount of profit remitted back to Taiwan for the last

three years:None

34.Whether the CPA issued an unreasonable opinion regarding the current

transaction:No

35.Name of the CPA firm:ATAX Accounting Firm

36.Name of the CPA: Danny Cheng

37.Practice certificate number of the CPA:

Financial-Supervisory-Securities-Corporate-5720

38.Any other matters that need to be specified:None

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