1.Date of occurrence of the event:2025/12/23
2.Date of the original announcement and reporting:2024/09/14
3.Summary of the content originally announced and reported:
(1)On September 14, 2024, the Board of Directors of the Company approved
and announced the Procedures for Issuance and Conversion of the Third
Domestic Unsecured Convertible Corporate Bonds.
(2) The original provisions before amendment are as follows:
Article 9. Conversion Period:
Bondholders may request the Company to convert the Convertible Bonds
into the Company’s common shares in accordance with these
Procedures and pursuant to Articles 10, 11, 13, and 15 herein, at any time
from February 22, 2025 (the day following the date that is three months
after the issuance of the Convertible Bonds) to November 21, 2027 (the
maturity date), except during the following periods when conversion is not
permitted:
(I)During the statutory book-closure period for the transfer of common
shares;
(II)From fifteen business days prior to the book-closure date for the
Company’s distribution of stock dividends without consideration, the
book-closure date for the distribution of cash dividends, or the
book-closure date for the rights subscription of a cash capital increase,
until the record date for such distribution or rights offering;
(III)From the record date for a capital reduction until the business day
immediately preceding the first day on which the new shares issued after
the capital reduction commence trading;
(IV)From the commencement date of the suspension of conversion due to a
change in the par value of shares until the business day immediately
preceding the first day on which the new shares issued following such
par-value change commence trading.
The commencement date of the suspension of conversion due to a change in
par value, as referenced in the preceding paragraph, shall be the business
day immediately preceding the date on which the Company submits its
application for amendment registration to the Ministry of Economic Affairs.
The Company shall announce the suspension period for conversion four
business days prior to such commencement date.
4.Reason for change and its main content:
(1) In accordance with the No. 1140382105 issued by the Financial
Supervisory Commission on May 5, 2025, the Company hereby amends the
Procedures for Issuance and Conversion of the Third Domestic Unsecured
Convertible Corporate Bonds to remove the restriction that prohibits
bondholders from converting their convertible bonds during the book-closure
periods for the annual general meeting and extraordinary shareholders’
meetings, thereby enhancing investor rights and interests.
(2)The amended provisions are as follows:
Article 9. Conversion Period:
Bondholders may request the Company to convert the Convertible Bonds
into the Company’s common shares in accordance with these
Procedures and pursuant to Articles 10, 11, 13, and 15 herein, at any time
from February 22, 2025 (the day following the date that is three months
after the issuance of the Convertible Bonds) to November 21, 2027 (the
maturity date), except during the following periods when conversion is not
permitted:
(I)During the statutory book-closure period for the transfer of common
shares;
(II)From fifteen business days prior to the book-closure date for the
Company’s distribution of stock dividends without consideration, the
book-closure date for the distribution of cash dividends, or the book-closure
date for the rights subscription of a cash capital increase, until the record
date for such distribution or rights offering;
(III)From the record date for a capital reduction until the business day
immediately preceding the first day on which the new shares issued after the
capital reduction commence trading;
(IV)From the commencement date of the suspension of conversion due to a
change in the par value of shares until the business day immediately
preceding the first day on which the new shares issued following such
par-value change commence trading.
The restriction set forth in Item (I) of the preceding paragraph, which
prohibits conversion during the statutory book-closure period for common
shares, shall not apply to the book-closure periods for the annual general
shareholders’ meeting or extraordinary shareholders’ meetings.
However, for bondholders who request conversion of their Convertible
Bonds into the Company’s common shares pursuant to these Procedures
during such book-closure periods, the change of shareholder registration
shall, in accordance with Article 165, Paragraph 3 of the Company Act,
only be effected after the conclusion of the book-closure period.
The commencement date for suspension of conversion due to a change in par
value, as referred to in Paragraph 1, shall be the business day immediately
preceding the date on which the Company files its application for amendment
registration with the Ministry of Economic Affairs. The Company shall
announce the suspension period for conversion four business days prior
to such commencement date.
5.Impact on the Company's finance and business after the change:None
6.Any other matters that need to be specified:None