1.Name and nature of the underlying assets (if preferred shares, the terms
and conditions of issuance shall also be indicated, e.g., dividend yield,
etc.):Preferred Shares issued by GMI Computing Holding (Cayman) Ltd.
2.Date of occurrence of the event:2026/04/22
3.Date of the board of directors resolution:2026/04/22
4.Other approval date: NA
5.Amount, unit price, and total monetary amount of the transaction:
(1)Amount:3851330 shares
Unit price:USD2.856156 per share
Total monetary amount of the transaction:USD11,000,000
6.Trading counterparty and its relationship with the Company (if the trading
counterparty is a natural person and furthermore is not a related party of
the Company, the name of the trading counterparty is not required to be
disclosed):Related party(GMI Computing Holding (Cayman) Ltd.)
7.Where the trading counterparty is a related party, announcement shall also
be made of the reason for choosing the related party as trading counterparty
and the identity of the previous owner, its relationship with the Company
and the trading counterparty, and the previous date and monetary amount of
transfer:
(1)The trading counterparty：Related partyGMI Computing Holding (Cayman)
Ltd.
(2)The reason for choosing the related party as trading counterparty：
GMIC has cultivated the AI computing power market for many years and
has extensive experience in operations and the establishment of AI
computing power data centers. Furthermore, the Company has a strong
track record of past cooperation with GMIC, and thus both parties have a
good working relationship. This can reduce the ramp-up period and
accelerate entry into the AI computing power market.
(3)The securities to be acquired are newly issued.Therefore,
no records of prior transactions exist.
8.Where an owner of the underlying assets within the past five years has
been a related party of the Company, the announcement shall also include the
date and price of acquisition and disposal by the related party, and its
relationship with the Company at the time of the transaction:NA
9.Matters related to the current disposal of creditors' rights (including
types of collaterals of the disposed creditor’s rights; if creditor's
rights over a related party, announcement shall be made of the name of the
related party and the book amount of the creditor's rights, currently being
disposed of, over such related party):NA
10.Profit or loss from the disposal (not applicable in cases of acquisition
of securities) (those with deferral should provide a table explaining
recognition):NA
11.Terms of delivery or payment (including payment period and monetary
amount), restrictive covenants in the contract, and other important terms
and conditions:
(1)Terms of delivery or payment: Payment shall be made by wire transfer.
(2)restrictive covenants in the contract, and other important terms
and conditions: None
12.The manner of deciding on this transaction (such as invitation to tender,
price comparison, or price negotiation), the reference basis for the
decision on price, and the decision-making unit:
(1)The manner of deciding on this transaction:Determined by reference
to the equity valuation report issued by a professional valuation firm
(2)The decision-making unit:the board of directors of The company
13.Net worth per share of the Company's underlying securities acquired or
disposed of:NA
14.Cumulative no.of shares held (including the current transaction), their
monetary amount, shareholding percentage, and status of any restriction of
rights (e.g., pledges), as of the present moment:
(1)Accumulated shares:3,851,330 shares
(2)Accumulated amount:USD11,000,000
(3)Accumulated shareholding:NA
(4)Status of restriction:None
15.Current ratio of securities investment (including the current trade, as
listed in article 3 of Regulations Governing the Acquisition and Disposal of
Assets by Public Companies) to the total assets and equity attributable to
owners of the parent as shown in the most recent financial statement and
working capital as shown in the most recent financial statement as of the
present:
(1)Percentage of total assets in recent financial reports:8.38%
(2)Percentage of owners' equity attributable to the parent company in the
latest financial report:23.42%
(3)Working capital:NT$3,172,891 thousand
16.Broker and broker's fee:None
17.Concrete purpose or use of the acquisition or disposal:
1. To reduce operational risk and pursue diversified operations,
the Company plans to expand into the AI Factory field.
2. Strengthen the partnership with GMIC to establish an early
presence in the global AI computing power market.
18.Any dissenting opinions of directors to the present transaction:None
19.Whether the counterparty of the current transaction is
a related party:Yes
20.Date of ratification by supervisors or approval by
the Audit Committee:2026/04/22
21.Whether the CPA issued an unreasonable opinion regarding the current
transaction:No
22.Name of the CPA firm:Trust and Assist CPAs
23.Name of the CPA:Chang-Yu Lin
24.Practice certificate number of the CPA:No. 4562 issued by Financial
Supervisory Commission
25.Whether the transaction involved in change of business model:No
26.Details on change of business model:No
27.Details on transactions with the counterparty for the past year and the
expected coming year:NA
28.Source of funds:Self-owned funds
29.Date on which material information regarding the same event
has been previously released:NA
30.Any other matters that need to be specified:None