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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):
Privately placed common shares of ENNOSTAR Inc. ("ENNOSTAR")
2.Date of occurrence of the event: 2022/03/28
3.No., unit price, and monetary amount of the transaction:
No. of shares: 2,750,000 shares
Unit price: The actual private placement price determined by ENNOSTAR's bod.
Total monetary amount: No more than NTD220,000,000.
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):
Counterparty to the trade: ENNOSTAR Inc.
Relationship to the company: Not a related party.
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:
Terms of delivery or payment: According to the payment notice, pay in full
at one time.
Restrictive covenants in the contract, and other important stipulations:
Subject to Article 43-8 of ROC Securities and Exchange Act
10.The manner in which the current transaction was decided, the reference
basis for the decision on price, and the decision-making unit:
The manner in which the transaction was decided: According to Innolux's
Operating Procedures Governing the Acquisition and Disposal of Assets.
Reference basis for the price: The most recent certified financial
statements of ENNOSTAR.
The decision-making unit: Chairman of Innolux
11.Net worth per share of company of the underlying securities acquired or
disposed of: NTD 76.70
12.The discrepancy between the reference price of private placement company
and the transaction amount per share is 20 percent or more: None
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):
(1)Innolux Corp. :
Current cumulative no.: 2,750,000 shares.
Current cumulative amount: No more than NTD220,000,000.
Current cumulative shareholding ratio: Approximately 0.36% after issuance
of privately placed common shares.
status of any restriction of rights: Subject to Article 43-8 of ROC
Securities and Exchange Act
(2)InnoJoy Investment Corporation(a subsidiary of Innolux)：
Current cumulative no.: 954,000 shares.
Current cumulative amount: NTD73,172,000.
Current cumulative shareholding ratio: Approximately 0.13% after issuance
of privately placed common shares.
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:
Percentage of total assets calculated by the maximum transaction amount:
0.05%
Percentage of shareholder's equity of the parent company calculated by the
maximum transaction amount: 0.07%
Operating Capital on the latest financial statements: NTD38,891,886,000
15.Broker and broker's fee: None
16.Concrete purpose or use of the acquisition or disposition:
Strategic investment
17.Whether the directors expressed any objection to the present transaction:
None
18.Whether the trading counterparty is a related party: None
19.Date of approval by board of directors: N/A
20.Recognition date by supervisors or approval date by audit committee: N/A
21.Whether the CPA issued an opinion on the unreasonableness of the current
transaction: N/A
22.Name of the CPA firm: N/A
23.Name of the CPA: N/A
24.License no.of the CPA: N/A
25.Any other matters that need to be specified: None
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