Advanced Semiconductor Engineering, Inc.
Below is the English version of our MOPS filings on April 27, 2015
Regulation: Published pursuant to Article 4 Paragraph 20 of the Taiwan Stock Exchange’s Operating Procedures for the Publication of Material Information by Listed Companies
SEQ_NO: 2
Date of announcement: 2015/04/27
Time of announcement: 18:51:38
Subject: The BOD of USI Enterprise Limited has resolved to dispose Universal Scientific Industrial (Shanghai) Co., Ltd. shareholding
Date of events: 2015/04/27
To which item it meets: paragraph 20
Statement:
1. Name of the securities: Universal Scientific Industrial (Shanghai) Co., Ltd. Shanghai stock market A shares
2. Trading date: 2015/04/27
3. Trading volume, unit price, and total monetary amount of the transaction:
volume: 54,000,000
unit price: CNY 36.89
(By After-hours block trading of Shanghai Stock Exchange)
total monetary amount: CNY 1,992,060,000
4. Gain (or loss) (not applicable in case of acquisition of securities):
Realized income, TWD7,234,186,124, will be recorded as additional paid-in
capital under Equity.
5. Relationship with the underlying company of the trade:
Universal Scientific Industrial (Shanghai) Co., Ltd is the subsidiary of USI Enterprise Limited
6. Current cumulative volume, amount, and shareholding percentage of
holdings of the security being traded (including the current trade)
and status of any restriction of rights (e.g.pledges):
Cumulative volume: 841,874,563
Cumulative amount: CNY 5,026,343,684;
Shareholding ratio: 77.38%;
Status of any restriction of rights: None
7. Current ratio of long or short term securities investment (including
the current trade) to the total assets and shareholder's equity as
shown in the most recent financial statement and the operational capital
as shown in the most recent financial statement:
To the total assets: 68.02%;
To the shareholder's equity: 72.02%;
Operating capital: NTD-1,953,849,341
8. Concrete purpose/objective of the acquisition or disposal:
For group's general corporate purpose
9. Do the directors have any objections to the present transaction?:
None
10. Any other matters that need to be specified: None
SEQ_NO: 3
Date of announcement: 2015/04/27
Time of announcement: 19:10:27
Subject: The BOD of USI Enterprise Limited has resolved to disposal Universal Scientific Industrial (Shanghai) Co., Ltd. shareholding
Date of events: 2015/04/27
To which item it meets: paragraph 20
Statement:
1. Date of occurrence of the event: 2015/04/27
2. Method of the present increase (decrease) in investment:
USI Enterprise Limited decrease CNY 1,992,060,000 in investment of Universal Scientific Industrial (Shanghai) Co., Ltd.
3. Transaction volume, price per unit, and total monetary
amount of the transaction:
volume: 54,000,000
unit price: CNY 36.89
(By After-hours block trading of Shanghai Stock Exchange)
total monetary amount: CNY 1,992,060,000
4. Company name of the invested mainland Chinese company:
Universal Scientific Industrial (Shanghai) Co., Ltd.
5. Paid-in capital of said invested mainland Chinese company:
CNY1,087,961,790
6. Amount of new capital increment currently planned
by said invested mainland Chinese company: NA
7. Main business items of said invested mainland Chinese
company: Manufacturing site,design,manufacture and marketing of motherboards, electronic components, accessories and related products in China.
8. Type of CPA opinion issued for the financial statement
of said invested mainland Chinese company for the most
recent fiscal year: Unqualified-standard wording
9. Net worth of said invested mainland Chinese company on
the financial statement for the most recent fiscal year:
CNY6,326,083,922
10. Amount of profit/loss of said invested mainland Chinese
company on the financial statement for the most recent
fiscal year: CNY 677,330,945
11. Amount of actual investment to date in said invested
mainland Chinese company: USD867,809 thousand
12. Counterparty to the transaction and its relationship
to the Company: NA
13. Where the counterparty to the transaction is an actual
related party, public announcement shall also be made of
the reason for choosing the related party as the
counterparty and the identity of the previous owner
(including its relationship with the company and the
trading counterpart), the date of transfer, and the price:
NA
14. Where a person who owned the subject matter of the
transaction within the past five years has been an
actual related party of the company, public
announcement shall also be made of the dates and
prices of acquisition and disposal by the related
party and such party's relationship to the company
at those times: NA
15. Gain (or loss) on disposal: Realized income, TWD7,234,186,124, will be recorded as additional paid-in capital under Equity.
16. Terms of delivery or payment (including payment period
and monetary amount), restrictive covenants in the
contract, and other important stipulations:
By the rule of Shanghai Stock Exchange
17. The manner of deciding on this transaction, the reference
basis for the decision on price and the decision-making
department: By the price of After-hours block trading of Shanghai Stock Exchange
18. Broker: None
19. Concrete purpose of the acquisition or disposal:
For group's general corporate purpose
20. Do the directors have any objection to the present transaction?:
None
21. Total amount of mainland China area investment
(including the present investment) approved by the
Investment Commission to date: USD 882,125 thousand
22. Ratio of the total amount of investment (including
the present investment) in the mainland China area approved
by the Investment Commission to date to the paid-in capital
on the financial statement for the most recent period:
272%
23. Ratio of the total amount of investment (including
the present investment) in the mainland China area
approved by the Investment Commission to date to the
total assets on the financial statement for the most
recent period: 74%
24. Ratio of the total amount of investment (including
the present investment) in the mainland China area approved
by the Investment Commission to date to the shareholders’
equity on the financial statement for the most recent period:
78%
25. Total amount of actual investment in the mainland China
area to date: USD882,125 thousand
26. Ratio of the total amount of actual investment in the
mainland China area to date to the paid-in capital on
the financial statement for the most recent period:
272%
27. Ratio of the total amount of actual investment in the
mainland China area to date to the total assets on the
financial statement for the most recent period: 74%
28. Ratio of the total amount of actual investment in the
mainland China area to date to the shareholders’ equity
on the financial statement for the most recent period:
78%
29. Amount of recognized profits and losses on investment in
the mainland China area for the most recent three fiscal years:
2012：USD 0
2013：USD 0
2014：USD 0
30. Amount of profit remitted back to Taiwan for the most
recent three fiscal years:
2012：USD 0
2013：USD 0
2014：USD 0
31. Has the CPA issued an opinion on the unreasonableness of the price
of the current transaction?: NA
32. Any other matters that need to be specified: None