Announcement of expiry of the offer period for the Company
2020-07-09
1.Date of expiry of the public tender offer period:2020/07/08
2.Company name of the public tender offeror:
WPG Holdings Limited (“The Company” or “Tender Offeror”)
3.Location of the public tender offeror:
8F., No.489, Sec. 2, Tiding Blvd., Neihu Dist., Taipei City
4.Name of the public company whose securities were acquired:
T3EX Global Holdings (“T3EX”)
5.Type of securities acquired:Ordinary Shares
6.Period of the public tender offer:
June 19, 2020 to July 8, 2020 (“Tender Offer End Date”)
7.Where the condition existed that offeree securities had to reach a
prescribed quantity for acquisition, whether the condition was met:
Condition was met. The minimum number of shares to acquire by the Public
Tender Offeror in this Public Tender Offer is 5,858,000 ordinary shares
of T3EX Global Holdings (approximately 5.0% of the total issued and
outstanding shares of T3EX, 117,157,402 shares, as shown in the system
of commercial and industry registration profile of the Department of
Commerce, the Ministry of Economic Affairs (last updated on December 5,
2019)). The total number of shares tendered for sale has reached the
minimum above at 9:53am on July 8, 2020 thus meeting the condition.
The Company has released an announcement on Market Observation Post
System pursuant to Subparagraph 2, Paragraph 2, Article 19 of the
Regulations Governing Public Tender Offers for Securities of Public
Companies on July 8, 2020 and filed with Financial Supervisory
Commission on July 9, 2020.
8.No.of offeree securities and actual no.traded:
1. No. of offeree securities: 10,112,039 shares
2. Actual no. traded: 10,112,039 shares
9.Time, method, and location of payment for the purchase consideration:
1. Time: The consideration for the Public Tender Offer will be paid to
the tender participants within 5 business days (inclusive, i.e. on or
before July 15, 2020) after the expiry of the offer period.
2. Method:
(1) Payment method: Consideration for the Public Tender Offer will be
paid by KGI Securities Co., Ltd. by wire transfer as the preferred
method to the corresponding tender participant accounts at the Taiwan
Depository & Clearing Corporation. In the event that a wire transfer
cannot be completed due to an error in a participant's account number
or any other reason, consideration will be paid by a check (crossed and
non-endorsable/non-transferable) to be sent by registered mail to the
tender participant's address as provided by the participant or the
Taiwan Depository & Clearing Corporation on the business day following
confirmation of transfer failure.
(2)Payment Calculation:
Calculation of the amount of transfer/check will be based on actual traded
number of shares times by the modified Tender Offer price 32 New Taiwan
Dollars per share (T3EX has approved cash dividend of NT$1.3 per share at
the annual Shareholders’ Meeting on May 27, 2020. If the settlement date
of this tender offer is later than T3EX book closure ending date for
dividend, Tender Offer price per share will be adjusted accordingly. After
adjustment, Tender Offer price is 32 New Taiwan Dollars minus T3EX actual
distributed cash dividend per share, rounded to one decimal place.) less
securities transaction taxes, remittance fee/postage, fees charged on
depository accounts and by securities dealers, and other expenses, and
then rounded to the nearest dollar.
3. Location
Cash consideration for the Public Tender Offer will be wire transferred
by the appointed institution, KGI Securities Co., Ltd. into the bank
accounts provided by tender participants under their central securities
depository accounts with securities dealers; or be mailed to the tender
participants at the addresses provided by Taiwan Depository & Clearing
Corporation.
10.Time, method, and location of settlement of the traded securities:
1. Time: Settlement for the Public Tender Offer will be completed by KGI
Securities Co., Ltd. within 5 business days (inclusive, i.e. on or
before July 15, 2020) after the expiry of the offer period.
2. Method: Where the shares for sale have been allocated to the KGI
Securities Co., Ltd. Public Tender Offer account, the shares will be
allocated by KGI Securities Co., Ltd. from the KGI Securities Co., Ltd.
Public Tender Offer account (Account number: (9203)059600-8) to the
Public Tender Offeror's central securities depository account.
3. Location: KGI Securities Co., Ltd.
Address: No.700, Minghui Rd., Zhongshan Dist., Taipei City
11.Return time, method, and location of the deposited but not dealt
securities:Not Applicable
12.Any other matters that need to be specified:None