Statement 
 
1.Date of the board of directors resolution:2022/04/20
2.Name of the corporate bonds:Domestic convertible corporate bonds
including secured or unsecured convertible corporate bonds
3.Total amount issued:It is proposed to request the shareholders'
meeting to authorize the board of directors to select an appropriate
time and fund-raising tool within the limit of 59,616,216 ordinary shares,
depending on the market conditions and the company's needs. Simultaneously
issue common shares or issue domestic convertible corporate bonds including
secured or unsecured convertible corporate bonds
4.Face value per bond:NT$100,000 or its multiples
5.Issue price:
The issue price should not be lower than 80% of the theoretical price
6.Issuance period:not more than seven years from the date of issue
7.Coupon rate:tentatively set at 0% per annum.
8.Types, names, monetary values and stipulations of collaterals:
It is proposed to request the shareholders' meeting to authorize the board
of directors to act in accordance with relevant regulations.
9.Use of the funds raised by the offering and utilization plan:
In order to enrich working capital, repay the company's debt or other
capital needs for the company's future development.
10.Trustees of the corporate bonds:N/A
11.Guarantor(s) for the issuance:undecided
12.Agent for payment of the principal and interest:N/A
13.Sell-back conditions:
It is proposed to request the shareholders' meeting to authorize the board
of directors to act in accordance with relevant regulations
14.Buyback conditions:It is proposed to request the shareholders' meeting to
authorize the board of directors to act in accordance with relevant
regulations
15.Record date for any additional share exchange, stock swap, or subscription:
N/A
16.Possible dilution of equity in case of any additional share exchange,
stock swap, or subscription:N/A
17.For additional share exchange or subscription, possible influence of
change in shareholding ratio of TWSE-listed common shares if all privately
placed corporate bonds are converted and shares subscribed for
(no.of TWSE -listed common shares (A), (A) / common shares issued):N/A
18.Please explain any countermeasures for lower circulation in shareholding
if the aforesaid estimated no.of TWSE-listed common shares does not reach
60 million and the ratio does not reach 25%:N/A
19.Any other matters that need to be specified:
(1) The issue price of privately placed convertible corporate bonds shall
not be lower than 80% of the theoretical price. The theoretical price will
be determined based on a pricing model that covers and takes into account the
various rights contained in the issuance conditions. The conversion price is
calculated on the basis of the simple arithmetic average of the closing price
of the common stock one, three or five business days before the pricing date,
minus the ex-rights and dividends of the free allotment, and adding back the
share price after capital reduction and anti-ex-rights, or 30 business days
before the pricing date. The simple arithmetic average of the daily closing
price of ordinary shares deducts the ex-rights and dividends of the free
allotment, and adds back the share price after capital reduction and
anti-ex-rights.
(2) The main contents of the private placement of ordinary shares or the
issuance of domestic convertible corporate bonds (including secured or
unsecured convertible corporate bonds) plan, including the actual issue
price, number of shares, issuance conditions, private placement amount,
capital increase base date, plan It is proposed to submit to the
shareholders' meeting to authorize the board of directors to adjust,
formulate and handle according to market conditions. In the future,
if the competent authority instructs The board of directors is also
authorized to deal with any amendments or changes based on operational
assessments or due to objective circumstances.
(3) In order to cooperate with this private placement of securities, it is
proposed to request the shareholders' meeting to authorize the chairman of
the board or his designated person to negotiate, negotiate and sign all
contracts and documents related to this private placement plan on behalf
of the company, and to handle all matters related to this private placement
for the company. Matters needed for private placement plans. For matters
not covered above, the chairman of the board is authorized to deal with
them in accordance with the law.