Wednesday, October 5 2022

Statement

1.Name and nature of the underlying security (if preferred shares, the terms
and conditions of issuance shall also be indicated, e.g., dividend yield):
Fubon Insurance's capital increase for cash by way of private placement
of common shares.
2.Date of occurrence of the event:2022/08/18
3.No., unit price, and monetary amount of the transaction:
Number of shares issued:150,000,000 shares
Issue price per share:NTD 100
Total monetary amount of the transaction:NTD 15.0 billion
4.Counterparty to the trade and its relationship to the company (if the
trading counterparty is a natural person and not a related party of the
company, its name is not required to be disclosed):
The counterpart: Fubon Insurance Co., Ltd.
The relationship: 100% owned subsidiary of Fubon Financial Holding Co., Ltd.
5.Where the counterparty to the trade is a related party, an announcement
shall also be made of the reason for choosing the related party as trading
counterparty and the identity of the previous owner, including its
relationship with the company and the trading counterparty, the price of the
ownership transfer, and date of transfer:N/A
6.Where the owner of the underlying securities within the past five years
has been a related party of the company, an announcement shall also include
the dates and prices of acquisition and disposal by the related party and
its relationship with the company at the time:N/A
7.Matters related to the creditor's rights currently being disposed of
(including type of collateral of the disposed creditor's rights; if the
creditor's rights are creditor's rights over a related party, the name of
the related party and the book amount of such creditor's rights currently
being disposed of must also be announced):N/A
8.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:Lump-sum payment will be made after receiving approval from
the Financial Supervisory Commission.
10.The manner in which the current transaction was decided, the reference
basis for the decision on price, and the decision-making unit:
Based on Fubon Insurance's net worth as of June 30, 2022 and CPA
opinions.
11.Net worth per share of company of the underlying securities acquired or
disposed of:NTD 133.13
12.The discrepancy between the reference price of private placement company
and the transaction amount per share is 20 percent or more:Yes
13.Current cumulative no., amount, and shareholding ratio of the securities
being traded (including the current transaction) as of the date of
occurrence and status of any restriction of rights (e.g.,pledges):
Current cumulative volume:467,840 thousand common shares
Current cumulative amount:NTD 26,506,684 thousand dollars
Current cumulative ownership:100%
Status of any restriction of rights:None
14.Privately placed securities (including the current transaction) as a
percentage of total assets of the company and shareholder's equity of the
parent company on the latest financial statements, and the operating capital
on the latest financial statements as of the date of occurrence:
94.5%; 108.0%; N/A
15.Broker and broker's fee:None
16.Concrete purpose or use of the acquisition or disposition:
To strengthen Fubon Insurance's capital structure
17.Whether the directors expressed any objection to the present transaction:
None
18.Whether the trading counterparty is a related party:Yes
19.Date of approval by board of directors:2022/08/18
20.Recognition date by supervisors or approval date by audit committee:
2022/08/11
21.Whether the CPA issued an opinion on the unreasonableness of the current
transaction:No
22.Name of the CPA firm:WeTec International CPAs.
23.Name of the CPA:Lai Ming-Yang
24.License no.of the CPA:Taipei City CPA Certificate No. 2123
25.Any other matters that need to be specified:
Since the consolidated financial statements for the six months ended
June 30, 2022 of Fubon Financial have not been uploaded, the
"Net worth per share of company of the underlying securities acquired
or disposed of" is based on Fubon Insurance's net worth as of
March 31, 2022.
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