晶元光電 2019/04/01
Announcing to subscribe the private placement common shares on behalf of the company's subsidiary, Lighting Investment Corp.
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):
The private placement common shares of ProLight Opto Technology Corporation
2.Date of occurrence of the event:2019/04/01
3.Volume, unit price, and total monetary amount of the
transaction:
total volume:10,000,000 shares.
unit price: NT$10.46
total monetary amount of the transaction:NT$104,600
thousand
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):
Counterpart: ProLight Opto Technology Corporation
its relationship to the Company: the Company's long-term equity investment
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:
The reason for choosing the related party as trading
counterpart:
Strengthen the stragetic cooperation relationships between two parties.
No previous owner.
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
EPISTAR Security C
include the dates and prices of acquisition and disposal by the related person and the person’s relationship to the company at
those times:NA
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):NA
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):NA
9.Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important stipulations:
Full payment once on settlement date.
10.The manner in which the current transaction was decided,
the reference basis for the decision on price, and the decision-making department:
According to the Board resolution of Lighting Investment Corp.
11.Net worth per share of company underlying securities acquired or disposed of:NT$13.07
12.The discrepancy between the reference price of private placement and the transaction amount per share is 20 percent or more of the transaction
amount: NA
13.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):
(1)Epistar Corporation
Current cumulative volume: 5,800 thousand shares
Current cumulative amount: about NT$115,906 thousand
shareholding percentage of holdings of the security
EPISTAR Security C
being traded
(including the current trade): 8.51%
status of any restriction of rights: None
(2)Lighting Investment Corp.
Current cumulative volume: 27,539 thousand shares
Current cumulative amount: about NT$318,943 thousand
shareholding percentage of holdings of the security
being traded
(including the current trade): 40.42%
status of any restriction of rights: The right of the
private placement
common shares shall be restriced to the provisions of
the Securities
Exchange Act; There is no restriction for the right of theother original public common shares
(3)Yenrich Techmology Corporation
Current cumulative volume: 2,462 thousand shares
Current cumulative amount: about NT$26,930 thousand
shareholding percentage of holdings of the security being traded
(including the current trade): 3.61%
status of any restriction of rights: None
14.Current ratio of private placement of securities
(including the current trade) to the total assets and shareholder's equity as
shown in the most recent financial statement and the operating capital as shown in the most
recent financial statement:
Percentage to total assets: 0.56%
Percentage to shareholders' equity: 0.65%
Operating Capital:NT$ 9,038 million
15.Broker and broker's fee: NA
16.Concrete purpose or use of the acquisition or
disposition:
Long-term investments
17.Do the directors have any objection to the present
transaction?: None.
18.The trading counterparty is a related party: yes.
19.Approval date by board of directors:2019/04/01
20.Recognition date by supervisors or submission date by audti committee: NA
21.Has the CPA issued an opinion on the unreasonableness of the price of the current transaction?:NA
22.Name of the CPA firm:Top Standing CPA Firm
23.Name of the certifying CPA:Richard Shi
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24.The practice certificate number of the CPA:(2014) SFC
Certificate No. 6524
25.Any other matters that need to be specified:None.