Disclosure Date: 1150815 Statement Date: 1150814 Statement Time: 162641 Company Code: 3711 Company Name: ASE Holding Subject: Announcement on Behalf of Subsidiary REAL TECH HOLDINGS LIMITED Regarding Board Resolution to Acquire Equity Compliance Clause: Clause 20 Factual Date: 1150814 Details: 1. Name and Nature of the Subject Matter (For preferred shares, specify issuance conditions such as dividend rate): 100% equity of USI Asteelflash USA Corp.
2. Factual Date: 115/8/14 ~ 115/8/14
3. Board Approval Date: August 14, 115
4. Other Approval Dates: Not applicable
5. Transaction Quantity, Unit Price, and Total Transaction Amount: Transaction Units and Unit Price: Not applicable Total Transaction Amount: USD 15,000,000.00
6. Counterparty and Relationship with the Company (If the counterparty is an individual and not a related party of the company, name disclosure may be omitted): USI Asteelflash USA Corp. is an affiliated company within the same group as REAL TECH HOLDINGS LIMITED
7. If the counterparty is a related party, disclose the reason for selecting the related party as the transaction party, the previous transferor, the relationship among the previous transferor, the company, and the counterparty, the previous transfer date, and transfer amount: Reason for selecting related party as counterparty: Constitutes a cash capital increase into a newly established subsidiary Previous transferor, relationship among previous transferor, company, and counterparty, previous transfer date, and transfer amount: Not applicable
8. If the owner of the subject matter 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 of transaction: Not applicable
9. Matters related to the disposal of receivables (including types of collateral attached to disposed receivables; if receivables from related parties are disposed, disclose the name of the related party and the book value of receivables disposed): Not applicable
10. Gain (or loss) from disposal (not applicable for acquisition of securities) (if previously deferred, list and explain recognition status): Not applicable
11. Delivery or payment terms (including payment periods and amounts), contractual restrictive clauses, and other important agreements: Delivery or payment terms: Wire transfer; capital injection may be made in a single or multiple installments according to operational needs Contractual restrictive clauses and other important agreements: None
12. Decision-making method for this transaction, reference basis for price determination, and decision-making unit: Executed pursuant to the resolution of the board of directors of REAL TECH HOLDINGS LIMITED
13. Net asset value per share of the securities-issuing company being acquired or disposed: Not applicable
14. Cumulative holdings (including this transaction) of the securities involved in this transaction, including quantity, amount, ownership percentage, and restricted rights status (e.g., pledge status) to date: Amount: USD 15,000,000.00 Ownership percentage: 100% Restricted rights status: None
15. Cumulative securities investments listed under Article 3 of the 'Regulations Governing the Acquisition or Disposition of Assets by Publicly Issued Companies' (including this transaction) as a percentage of total assets and equity attributable to owners of the parent company in the company's most recent financial statements, and the amount of working capital in the most recent financial statements (Note 2): Percentage of total assets in most recent financial statements: 19.18% Percentage of shareholders' equity in most recent financial statements: 20.73% Working capital in most recent financial statements: NT$ -3,568,201 thousand
16. Broker and brokerage fees: None
17. Specific purpose or use of the acquired or disposed securities: Long-term investment
18. Dissenting directors' opinions regarding this transaction: None
19. Whether this transaction is a related-party transaction: Yes
20. Date of auditor approval or audit committee consent: Not applicable
21. Whether the accountant issued a non-reasonableness opinion for this transaction: Not applicable
22. Name of accounting firm: Not applicable
23. Name of accountant: Not applicable
24. Accountant's practice certificate number: Not applicable
25. Whether this involves a change in business model: No
26. Explanation of business model change: Not applicable
27. Transaction status with the counterparty in the past year and expected in the next year: Not applicable
28. Source of funds: Not applicable
29. Previous date of material information announcement for the same event: Not applicable
30. Other explanatory matters: None
FACT BOX
- Source: PR Times
- Category: News
- Organizations: USI Asteelflash USA Corp. / REAL TECH HOLDINGS LIMITED