Announcement Date: 1150709 Statement Date: 1150708 Statement Time: 145631 Company Code: 2542 Company Name: Hsing Fu Fa Subject: Announcement on Subsidiary Chi-Yu Construction Co., Ltd. Acquiring Equity in an Overseas Company Applicable Clause: Clause 20 Factual Date: 1150708 Details: 1. Name and Nature of the Subject Matter (if preferred shares, specify issuance conditions such as dividend rate): Name of Subject Matter: Equity in (Samoa) He-Xin Worldwide Co., Ltd. Nature of Subject Matter: 40% equity stake. 2. Factual Date: 115/7/8 ~ 115/7/8 3. Board Approval Date: July 8, 115 (R.O.C. calendar) 4. Other Approval Dates: Not applicable 5. Transaction Quantity, Unit Price, and Total Transaction Amount: Transaction Quantity: 4,000,000 shares. Unit Price: NT$81.25 per share Total Transaction Amount: NT$325,000,000 (or equivalent in USD). 6. Counterparty and Relationship with the Company (if individual and not a related party, name may be omitted): Counterparty: (Samoa) Zilei Fortune Enterprises Ltd. Relationship with Company: Not a related party. 7. If the counterparty is a related party, state the reason for selection, previous owner, relationships among previous owner, company, and counterparty, transfer date, and amount: Not applicable. 8. If the subject asset was owned by a related party within the past five years, disclose the date, price, and relationship at the time of acquisition and disposal: Not applicable. 9. Matters related to disposal of receivables (including types of collateral, and if receivables from related parties, disclose names and book amounts): Not applicable. 10. Gain (or loss) from disposal (not applicable for acquisition of securities) (if previously deferred, explain recognition): Not applicable. 11. Delivery or payment terms (including payment schedule and amounts), contractual restrictions, and other important agreements: First Payment: NT$32,500,000 paid upon signing Final Payment: NT$292,500,000 paid upon completion of equity transfer 12. Decision-making method for the transaction, reference basis for pricing, and decision-making unit: The transaction price was determined based on the net asset value and fair value of (Samoa) He-Xin Worldwide Co., Ltd.'s financial reports, with reference to the reasonableness opinion issued by the accountant, and approved by the company's board of directors. Decision-making unit: Company Board of Directors. 13. Net asset value per share of the securities-issuing company: NT$45.95 14. Cumulative holdings (including this transaction) of the securities as of now: quantity, amount, ownership percentage, and rights restrictions (e.g., pledge status): Cumulative quantity: 4,000,000 shares. Cumulative amount: NT$325,000,000. Ownership percentage: 40%. Rights restrictions: None. 15. Cumulative securities investments (including this transaction) under Article 3 of the 'Asset Acquisition and Disposal Rules for Publicly Issued Companies' as a percentage of total assets and equity attributable to owners of the parent in the company's latest financial statements, and the amount of working capital in the latest financial statements (Note 2): Securities investment (including this transaction) as a percentage of total assets: 0.20% Percentage of shareholders' equity: 0.59% Working capital amount: NT$67,794,524,000. 16. Broker and brokerage fees: None 17. Specific purpose or use of acquiring or disposing of securities: Long-term equity investment to deepen business cooperation, effectively reduce construction costs, and ensure stable supply of upstream building materials for operational needs. 18. Dissenting opinions from directors regarding this transaction: None 19. Is this transaction a related-party transaction? No 20. Date of auditor approval or audit committee consent: Not applicable (no auditor appointed) 21. Did the accountant issue a non-reasonable opinion on this transaction? No 22. Name of accounting firm: Xin You United Accounting Firm 23. Name of accountant: Lin Chang-You 24. Accountant License Number: Financial Supervisory Commission Certificate No. 4562 Taipei City Accountant Certificate No. 2785 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: None 28. Source of funds: Not applicable 29. Previous date of material information announcement on the same event: Not applicable 30. Other statements: None

FACT BOX

  • Source: PR Times
  • Category: Partnership
  • Organizations: He-Xin Worldwide Co., Ltd. / Zilei Fortune Enterprises Ltd.