CDF announced Board's resolution to subscribe new common shares for a cash offering by private placement of KGI Bank

2015-04-13
Announcements

Date of announcement  2015/04/13
Time of announcement  23:37:19
 
Date of events  2015/04/13 
To which item it meets paragraph 24
Statement 
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):
KGI Bank private placement common shares
2.Date of occurrence of the event:2015/04/13
3.Volume, unit price, and total monetary amount of the transaction:
(1) Volume: with a cap of 3,075,429 thousand shares
(2) Unit price: tentatively set at NT$12.356 per share
(3) Total monetary amount: at most NT$38 billion
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):
(1) Counterpart: KGI Bank
(2) Relationship: KGI Bank is China Development Financial Holding Corporation's 100% owned subsidiary
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:
(1) The reason for choosing the related party as trading counterpart:To meet the fund need for KGI Bank to accept the business transfer from China Development Industrial Bank (hereinafter referred to as ”CDIB”)
(2) Previous owner: N/A
(3) Price of transfer, and date of acquisition: N/A
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
  include the dates and prices of acquisition and disposal by the related person and the person’s relationship to the company at those times:N/A
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):N/A
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):N/A
9.Terms of delivery or payment (including payment period and monetary amount), restrictive covenants in the contract, and other important stipulations:
In accordance with the time schedule of private placement
10.The manner in which the current transaction was decided, the reference basis for the decision on price, and the decision-making department:
(1) The manner in which the current transaction was decided: capital injection
(2) The reference basis for the decision on price: Based on the issue price of new shares issued by KGI Bank.
(3) The decision-making department: The board meeting
11.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) Current cumulative volume: with a cap of 4,606,162 thousand shares
(2) Current cumulative amount: at most NT$59,639,994 thousand
(3) Current cumulative shareholding percentage: 100%
(4) Status of any restriction of rights: None
12.Current ratio of private placement of securities (including the current trade) to the total assets and shareholder's equity as shown in the most recent financial statement and the operating capital as shown in the most recent financial statement:
(1) Current ratio of private placement of securities to the total assets: 32%
(2) Current ratio of private placement of securities to the shareholder's equity: 37%
(3) Operating capital: N/A
13.Concrete purpose or use of the acquisition or disposition:To meet the fund need for KGI Bank to accept the business transfer from CDIB
14.The discrepancy between the reference price of private placement and the transaction amount per share is 20 percent or more of the transaction amount:None
15.Net worth per share of company underlying securities acquired or disposed of: NT$ 12.356
16.Do the directors have any objection to the present transaction?:No