1.Date of occurrence of the event:2025/08/07
2.Date of the original announcement and reporting:2024/06/17
3.Summary of the content originally announced and reported:
(1)On June 17, 2024, the Company’s Board of Directors approved and
announced the ”First Domestic Unsecured Convertible Corporate Bond
Issuance and Conversion Measures.”
(2)The content before the amendment of the Measures is as follows:
IX. Conversion Period:
Bondholders may request the conversion of this convertible corporate
bond into the Company’s common stock at any time through their
original brokerage firm, which will notify Taiwan Depository & Clearing
Corporation (hereinafter referred to as ”TDCC”), the Company’s stock
affairs agent, in accordance with the provisions of these Measures and
Articles 10, 11, 13, and 15. This right is exercisable from the day
after three months from the bond issuance date (September 26, 2024)
until the maturity date (June 25, 2027), except during the following
periods when conversion requests are not permitted: (1) during the
suspension of transfer of common stock as required by law; (2) from
fifteen business days before the suspension date for the Company’s
free stock distribution, cash dividend suspension date, or cash capital
increase subscription suspension date, until the record date for rights
distribution; (3) from the capital reduction record date until the day
before the new shares issued in the capital reduction begin trading;
and (4) from the suspension date for stock par value changes until the
day before the new shares issued in the par value change begin trading.
The effective date for suspending the conversion related to the
aforementioned change in par value refers to the business day prior to
the application for registration change submitted to the Ministry of
Economic Affairs. The issuing company shall announce the suspension
period at least four business days before the effective date.
4.Reason for change and its main content:
(1) In accordance with Financial Supervisory Commission Securities
Letter No. 1140382105 and the provisions of Article 32, Paragraph 3 of
the Regulations Governing the Offering and Issuance of Securities by
Securities Issuers, the Company has amended its First Domestic Unsecured
Convertible Corporate Bond Issuance and Conversion Measures. Holders
of convertible corporate bonds are no longer subject to conversion
restrictions during the suspension of share transfer periods for both the
annual and extraordinary shareholders’ meetings, in order to enhance
investor rights.
(2) The content after the amendment of the Measures is as follows:
IX. During the conversion period, bondholders may request the conversion
of this convertible corporate bond into the Company’s common stock at
any time through their original brokerage firm, which will notify Taiwan
Depository & Clearing Corporation (hereinafter referred to as ”TDCC”),
the Company’s stock affairs agent, in accordance with the provisions of
these Measures and Articles 10, 11, 13, and 15. This right is exercisable
from the day after three months from the bond issuance date (September 26,
2024) until the maturity date (June 25, 2027), except during the following
periods when conversion requests are not permitted: (1) during the
suspension of transfer of common stock as required by law; (2) from fifteen
business days before the suspension date for the Company’s free stock
distribution, cash dividend suspension date, or cash capital increase
subscription suspension date, until the record date for rights distribution;
(3) from the capital reduction record date until the day before the new
shares issued in the capital reduction begin trading; and (4) from the
suspension date for stock par value changes until the day before the new
shares issued in the par value change begin trading.
The effective date for suspending the conversion related to the
aforementioned change in par value refers to the business day prior to the
application for registration change submitted to the Ministry of Economic
Affairs. The issuing company shall announce the suspension period at least
four business days before the effective date. The restriction on conversion
suspension during which conversion is prohibited under the preceding
paragraph does not include the suspension periods for the annual general
meeting or extraordinary general meetings of shareholders.
5.Impact on the Company's finance and business after the change:None
6.Any other matters that need to be specified:
The Company's Board of Directors has approved the amendment of the First
Domestic Unsecured Convertible Corporate Bonds Issuance and Conversion
Measures. The amended measures will be announced on the Market Observation
Post System with a designated period of no less than 30 days, during which
creditors may raise objections to the Company.