1. Name and nature of the target (if preferred shares, specify issuance terms such as dividend rate): 5,000,000 ordinary shares of Chen Chi Technology Co., Ltd., acquiring 100% equity
2. Date on which the fact occurred: 115/7/22 ~ 115/7/22
3. Date of board approval: July 22, 115 (2026)
4. Other approval dates: Not applicable
5. Transaction quantity, unit price, and total transaction amount: 1. Number of units: 5,000,000 shares 2. Unit price: NT$80 3. Total transaction amount: NT$400,000,000
6. Counterparty and its relationship with the company (if the counterparty is an individual and not a related party, name disclosure may be omitted): 1. Counterparty: NEWSTAR RENEW TECHNOLOGY CO., LTD. 2. Relationship with the company: Not a related party
7. If the counterparty is a related party, disclose the reason for selecting them, the previous owner, relationships among the previous owner, the company, and the counterparty, transfer date, and amount: Not applicable
8. If the target’s owner was a related party of the company within the past five years, disclose the related party’s acquisition and disposal dates, price, and relationship with the company at the time: Not applicable
9. Matters related to the disposal of receivables (including types of collateral attached to disposed receivables; if receivables from related parties are involved, disclose the names and book amounts): Not applicable
10. Gain (or loss) from disposal (not applicable for acquisition of securities) (if previously deferred, explain recognition in tabular form): Not applicable
11. Delivery or payment terms (including payment schedule and amounts), contractual restrictions, and other important agreements: 1. Total transaction amount: Both parties agreed on an evaluation base date of April 30, 115 (2026). The buyer appointed a professional third-party accountant and lawyer to conduct due diligence. The total transaction value is NT$400 million (NT$80 per share). The investment will be settled in USD, with the exchange rate based on the Bank of Taiwan’s reference rate on the day before actual remittance. 2. Both parties agree that this is a one-time transfer of 100% equity in the target company, with payment in two installments. After the first payment, the seller will transfer 100% of the shares. The second payment will be made upon fulfillment of agreed conditions. 3. First installment (signing fee): Within 7 days of signing the agreement, the buyer shall pay 50% of the total amount (NT$200 million equivalent in USD) to the seller’s account. 4. Second installment (final payment and settlement): Upon fulfillment of agreed conditions, the buyer shall pay the remaining 50% (NT$200 million equivalent in USD). If the final settlement fails, the seller shall refund the received transaction amount to the buyer within 7 days of the failure being confirmed.
12. Decision-making method for the transaction, reference basis for pricing, and decision-making body: 1. Decision-making method and pricing reference: The transaction price was determined based on the target company’s financial statements, net asset value, operational performance, and a fairness opinion on ordinary share price issued by Mr. Hsieh Yi-Chen, CPA of Chen Chi Certified Public Accountants. 2. Decision-making body: Board of Directors
13. Net asset value per share of the target company: NT$52.07
14. Cumulative holdings (including this transaction) of the securities involved, amount, ownership percentage, and restricted rights (e.g., pledge status): 1. Cumulative holding quantity: 5,000,000 shares 2. Amount: NT$400,000,000 3. Ownership percentage: 100% 4. Restricted rights (e.g., pledge): None
15. Proportion of securities investment (including this transaction) under Article 3 of the 'Regulations on Acquisition or Disposal of Assets by Publicly Issued Companies' to the company’s total assets, equity attributable to owners of the parent, and working capital in the latest financial statements: 1. Proportion to total assets: 12.39% 2. Proportion to equity attributable to owners of the parent: 45.01% 3. Proportion to working capital: 75.68%
16. Broker and brokerage fees: None
17. Specific purpose or use of acquiring or disposing of securities: Share purchase and investment
18. Dissenting directors’ opinions on the transaction: None
19. Is this a related-party transaction?: No
20. Date of supervisor approval or audit committee consent: July 22, 115 (2026)
21. Did the accountant issue a non-reasonable opinion?: No
22. Name of accounting firm: Chen Chi Certified Public Accountants
23. Name of accountant: Hsieh Yi-Chen
24. Accountant’s license number: Taiwan Finance Certification Registration (6) No. 4277
25. Does this involve a change in business model?: No
26. Explanation of business model change: Not applicable
27. Transaction history with the counterparty in the past year and expected in the next year: Not applicable
28. Source of funds: Not applicable
29. Previous material information announcement date for the same event: Not applicable
30. Other explanatory matters: None
FACT BOX
- Source: PR Times
- Category: Partnership
- Organizations: HORNG SHIUE INDUSTRIAL CO., LTD. / NEWSTAR RENEW TECHNOLOGY CO., LTD.