Announcement Date: August 5, 2026 Statement Date: August 4, 2026 Statement Time: 18:35:32 Company Code: 3231 Company Name: Wistron Subject: Board Resolution on Cash Capital Increase to Issue Ordinary Shares for Participation in Overseas Depositary Receipts Applicable Clause: Clause 11 Factual Date: August 4, 2026
Details:
1. Board Resolution Date: August 4, 2026
2. Source of Capital Increase: Cash capital increase through issuance of ordinary shares to participate in the issuance of overseas depositary receipts
3. Whether the issuance of new shares is under a blanket registration (if yes, specify the planned issuance period; if no): No
4. Total Issuance Amount and Number of Shares (for capital increases from retained earnings or reserves, exclude shares allocated to employees): Number of Shares: Provisionally set between 200,000,000 and 250,000,000 ordinary shares issued via cash capital increase Issuance Amount: To be determined based on the number of shares issued and the actual issue price per share
5. Issuance amount and number of shares in this round under a blanket registration: Not applicable
6. Remaining amount and number of shares after this issuance under a blanket registration: Not applicable
7. Par Value per Share: NT$10
8. Issue Price: To be jointly determined by the Chairman or his designated representative and underwriters based on prevailing market conditions
9. Number of Shares for Employee Subscription or Allocation Amount: In accordance with Article 267 of the Company Act, 10% of the total number of ordinary shares issued in this offering is reserved for subscription by company employees. The Chairman is authorized to fully manage all matters related to employee subscriptions. Any unsubscribed or under-subscribed portion may be included by the Chairman, as needed, in the underlying securities for the overseas depositary receipts
10. Number of Publicly Offered Shares: Except for the 10% of the total ordinary shares issued reserved for employee subscription under Article 267 of the Company Act, the remaining 90% has been approved by the company’s annual general meeting on May 29, 2026, under Article 28-1 of the Securities and Exchange Act, with existing shareholders waiving their preemptive subscription rights. These shares will be fully allocated to the overseas depositary receipt offering
11. Subscription or Free Allocation Ratio for Existing Shareholders: Not applicable
12. Handling of Fractional Shares and Unsubscribed Shares After Deadline: Authorized for the Chairman to arrange subscription by designated parties, or to include in the underlying securities for the overseas depositary receipts based on market demand
13. Rights and Obligations of the Newly Issued Shares: Same as existing ordinary shares
14. Use of Proceeds from Capital Increase: Foreign currency procurement of raw materials
15. Rationality and Necessity of Raising Capital After Cash Reduction (applicable if cash reduction was conducted in the current or previous year): Not applicable
16. Other Matters to be Disclosed: (1) To facilitate the offering and issuance of the GDRs through this cash capital increase, the Chairman or his designated representative is authorized to negotiate, sign, and deliver all necessary contracts and documents (including but not limited to custody agreements, depositary agreements, agency agreements, underwriting agreements, annexes, and other related documents) and to fully handle all related matters on behalf of the company. (2) Underwriting Institutions: Overseas Lead Underwriters: Citigroup Global Markets Limited and UBS AG Hong Kong Branch Overseas Co-Lead Underwriters: Goldman Sachs International, J.P. Morgan Securities plc, Morgan Stanley Asia Limited
FACT BOX
- Source: PR Times
- Category: Funding
- Organizations: Citigroup Global Markets Limited / UBS AG Hong Kong Branch / Goldman Sachs International