Taiding-KY Takes Major Leap: Boosts Capital in Key Subsidiary Apex Circuit (Thai1and) Co., Ltd
- Purpose: The Board of Directors of Taiding-KY has decided to raise capital in an important subsidiary, Apex Circuit (Thai1and) Co., Ltd.
- Name and nature of the subject matter (if it is a special stock, the terms of issue agreed upon for the special stock should be indicated, such as...
- Transaction counterparty and its relationship with the company (if the transaction counterparty is a natural person and not a company
Date: November 5, 2024
Company Name: Taiding-KY (4927)
Purpose: The Board of Directors of Taiding-KY has decided to raise capital in an important subsidiary, Apex Circuit (Thai1and) Co., Ltd.
Spokesperson: Wu Centian
To explain:
1. Name and nature of the subject matter (if it is a special stock, the terms of issue agreed upon for the special stock should be indicated, such as the rate of dividend, etc.):
Common Shares of Apex Circuit (Thailand) Co., Ltd.
2. Incident date: 113/11/5~113/11/5
3. Transaction volume, price per unit and total transaction volume:
Number of shares traded: 23,704,800 shares
Price per unit: 52.5 THB
Total transaction amount: 1,244,502,000 THB
4. Transaction counterparty and its relationship with the company (if the transaction counterparty is a natural person and not a company
No need to disclose the names of the persons concerned):
Apex Circuit (Thailand) Co., Ltd. ( “APT” );
A significant subsidiary of the company holding 99.60% stake
5. If the transaction counterparty is a related party, the reason for selecting the related person as the object of the transaction and the previous transfer should be declared.
Transferee Owner, Relationship between Previous Transferee Owner, Company and Transaction Counterparty, Previous Transferee
Transfer Date and Transfer Amount:
APEX CIRCUTI (Thailand) Co., Ltd. is the main operating entity of the group.
The purpose of issuing new shares is to enrich the working capital and strengthen the financial structure.
6. If the owner of the subject matter of the transaction has been a related party to the company in the last five years, the name of the related party should be declared.
Transaction date, price and relationship with company available:
Not applicable
7. Matters relating to settlement of creditor’s rights (including types of collateral attached to creditor’s rights, and
If there is a claim against a related party, the name of the related party and the rights of the related party’s creditor must be declared.
Carrying Amount:
Not applicable
8. Gain (or loss) on disposal (not applicable to those who received securities) (should be listed in original deferred list)
Acknowledgment Situation):
Not applicable
9. TERMS OF DELIVERY OR PAYMENT (INCLUDING TIME AND AMOUNT OF PAYMENT), LIMITATIONS OF CONTRACT AND OTHER IMPORTANT AGREEMENTS
matter:
Delivery terms are cash, and the Chairman is authorized to proceed with the subsidiary’s capital raising plan.
10. DECISION-MAKING METHODS, REFERENCE BASIS AND DECISION-MAKING UNITS FOR PRICE DETERMINATION OF THIS TRANSACTION:
As per the resolution of the board of directors of the company
11. Net value per share of target company acquiring or disposing of securities:
52.16 yuan
12. TO DATE, CURRENT NUMBER, QUANTITY AND SHAREHOLDING OF SECURITIES HELD FOR THIS TRANSACTION (INCLUDING THIS TRANSACTION)
Situations where ratio and rights are limited (eg pledge situations):
Number: 174,898,728 shares
Amount: 4,938,024 Yuan
Shareholding Ratio: 99.60%
13. So far, as per Section 3 of “Criteria for Management of Assets Acquired or Disposed of by Publicly Offered Companies”.
Marketable securities investments (including these transactions) account for total assets and ownership in the company’s most recent financial statements.
Proportion of owner’s equity in parent company and amount of working capital in recent financial statements (Note 2):
Asset Ratio: 26.67%
Shareholder’s Equity Ratio: 80.36%
Working capital: -2,014,730 thousand yuan
14. Broker and Brokerage Fees:
Not applicable
15. Specific purpose or use of acquisition or disposal:
Long term investment
16. Opinion of Dissenting Directors on this Transaction:
which one
17. This transaction is a related party transaction: Yes
18. Date adopted by the Board of Directors:
November 5, 113 years of the Republic of China
19. Date of Accreditation by Supervisor or Approval of Audit Committee:
November 5, 113 years of the Republic of China
20. The accountant issued an unqualified opinion on this transaction: No
21. Name of Accounting Firm:
Crowe Horwath Associates LLP
22. Name of Accountant:
Wu Mengda
23. Accountant Practicing Certificate Brand No:
Taiwan Finance Certificate (6) No. 3622
24. Whether it involves a change in operating model: No
25. Description of Changes in Operating Model:
Not applicable
26. Transactions with counterparties in previous year and expected in next year:
Not applicable
27. Source of Funds:
Not applicable
28. Other stated matters:
1. This announcement is calculated based on the exchange rate of the central bank on October 30 (Taiwan dollar: Thai baht = 1:0.9489)
2. Apex Circuitry (Thailand) Co., Ltd. is a significant subsidiary of the Company
A cash capital increase and the issuance of 23,800,000 new shares are planned.
The par value per share is 10 THB, the issue price is 52.50 THB, and the company’s shareholding ratio is 99.60%.
The subscription will be based on shareholding ratio If the minority shareholders opt out of subscription for this cash capital increase, the company will be fully subscribed.