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The board of directors of CCPC has resolved to handle private placement of domestic convertible corporate bonds (including secured or unsecured ) Date of announcement: 2023/03/07
SEQ_NO.7Time of announcement:19:05:53Date of events:2023/3/7To which item it meets:paragraph 11
Spokesman:Sun,Yin-NanTitle of spokesman:Vice PresidentTelephone no. of spokesman:02-23124200
Statement

Statement

1.Date of the board of directors resolution:2022/03/07
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, in accordance with the relevant laws and the
following principles of fund-raising methods, choose one or a combination
method, or a combination method. 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 integral multiples.
5.Issue price:
The issue price should not be lower than 80% of the theoretical price.
6.Issuance period:
Not to exceed seven years from the date of issue.
7.Coupon rate:
The annual interest rate is tentatively set at 0%.
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 fund the operational needs, to repay the outstanding debt,
to maintainfundraising flexibility for potential portfolio acquisition
opportunities or any otherneeds for the Company’s long term 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.
Convert price systemby the average closing price of the common shares from
either 1, 3, or 5 business days before the pricing date, minus dividends
adjustment, plus price discount adjustment due to capital reduction.
The average closing price of the common shares for a period of thirty
business days before the pricing date, minus dividends adjustment,
plus price discount adjustment due to capital reduction.The higher of the
benchmark calculation price shall be determined, and shall not be lower than
80% of the reference price as the basis for determination.
(2)The actual pricing date and the actual private placement price (including
the conversion price of private placement convertible corporate bonds) shall
not be lower than the Within the scope of the resolution ratio, it is
proposed to the shareholders' meeting to authorize the board of directors to
make a decision depending on the situation of the specific person and market
conditions in the future.
(3) It is proposed to authorize the Board to determine, proceed or revise
the issuance plan of private placement through instruments such as common
shares, Domestic convertible bonds (including secured or unsecured
corporate bonds), including issue price, shares, terms and conditions,
amount, record date, plan items, projected progresses and benefits, and any
other item related to the issuance plan, based on market conditions. It is
also proposedto authorize the Board to revise the issuance plan based on
 operation evaluation, environment changes or if receiving instructions
from government authorities.
(4)It is proposed to authorize the Chairman or person assigned by the
Chairman to represent the Company to negotiate, arrange and sign any
document and contract regarding the private placement plan. For matters
regarding private placement but not included above, it is proposed to
authorize the Chairman to handle, according to related laws and regulations.

 
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