Date of announcement 2015/11/09
Time of announcement 22:58:51
Date of events 2015/11/09
To which item it meets paragraph 20
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):Partnership interest of CDIB Capital
Taiwan Partners L.P. (tentative name)
2.Date of occurrence of the event:2015/11/09
3.Volume, unit price, and total monetary amount of the transaction:
Total monetary amount of the transaction:
CDIB, CDIB Venture Capital Corp., or CDIB Venture
Capital (Hong Kong) Corporation Limited will invest no
higher than USD 46.8 million.
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:CDIB Capital Taiwan Partners L.P.
Its relationship to the Company:CDIB, CDIB Venture Capital
Corp., or CDIB Venture Capital (Hong Kong) Corporation
Limited will invest in newly established CDIB Capital
Taiwan Partners L.P.
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: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:Payment will be delivered
based on the consensus among all investors.
10.The manner in which the current transaction was decided, the
reference basis for the decision on price, and the decision-making
department:
The manner in which the current transaction was decided, the
reference basis for the decision on price :To invest in CDIB
Capital Taiwan Partners L.P..
The decision-making department:The Board of Directors
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):
Cumulative volume:N/A
Cumulative amount:No higher than USD 46.8 million
Shareholding percentage:Not exceeding 39%
Status of any restriction of rights:N/A
12.Current ratio of long or short term securities investment
(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:
Current ratio of long or short term securities investment
(including the current trade) to the total assets in the
most recent financial statement:84.53%
Current ratio of long or short term securities investment
(including the current trade) to the shareholder's equity
in the most recent financial statement:88.21%
The operating capital as shown in the most recent
financial statement:N/A
13.Broker and broker's fee:N/A
14.Concrete purpose or use of the acquisition or disposal:
For the needs of investment business expansion.
15.Net worth per share of the underlying securities acquired
or disposed of:N/A
16.Do the directors have any objection to the present transaction?:NO.
17.Has the CPA issued an opinion on the unreasonableness of the price
of the current transaction?:NO.
18.Any other matters that need to be specified:
(1)CDIB Capital Management Corp. (a wholly owned subsidiary
of CDIB) or any subsidiary of CDIB Capital Management
Corp. will be in charge of establishing and raising capital
for CDIB Capital Taiwan Partners L.P.. :
I. Primarily, CDIB Capital Taiwan Partners L.P. will be
established as an offshore fund to introduce foreign
investors with total capital or fund size of USD 120
million. CDIB or any subsidiary of CDIB will co-invest in
CDIB Capital Taiwan Partners L.P. an amount no higher than
USD 48 million. Individually CDIB, CDIB Venture Capital
Corp., or CDIB Venture Capital (Hong Kong) Corporation
Limited will invest an amount no higher than USD 46.8
million and CDIB Private Equity (Hong Kong) Corporation
Limited (a wholly owned subsidiary of CDIB Capital
Management Corp.) will invest an amount no higher than USD
1.2 million.
II. In the case of absence of foreign investors, CDIB
Capital Taiwan Partners L.P. will be established as a local
fund with total capital or fund size of NTD 3.5 billion.
CDIB or any subsidiary of CDIB will co-invest in CDIB
Capital Taiwan Partners L.P. an amount no higher than NTD
1.4 billion. Individually CDIB or CDIB Venture Capital
Corp. will invest an amount no higher than NTD 1.365
billion and CDIB Capital Management Corp. will invest an
amount no higher than NTD 35 million.
(2)These transactions will not be processed until approved
by the board of Directors and the competent authority.