|Material Information (4138 DMT)
|Date of announcement
|Time of announcement
The company's board of directors resolved to acquire CYJ INTERNATIONAL TAIWAN INC. stock
|Date of events
|To which item it meets
1.Name and nature of the underlying assets (if preferred shares, the terms and conditions of issuance shall also be indicated, e.g., dividend yield, etc.):CYJ INTERNATIONAL TAIWAN INC. stock 2.Date of occurrence of the event:2023/11/07 3.Volume, unit price, and total monetary amount of the transaction: Volume：6,119,988 shares unit price：NT$13 total monetary amount：NT$79,559,844 4.Trading counterparty and its relationship to the Company (if the trading counterparty is a natural person and furthermore is not a related party of the Company, the name of the trading counterparty is not required to be disclosed): Trading counterparty：EXCELSIOR BEAUTY CO.,LTD. relationship：subsidiary company 5.Where the trading counterparty is a related party, announcement shall also be made of the reason for choosing the related party as trading counterparty and the identity of the previous owner, its relationship with the Company and the trading counterparty, and the previous date and monetary value of transfer: (1)EXCELSIOR BEAUTY CO.,LTD. plans to dispose of 80% equity of CYJ INTERNATIONAL TAIWAN INC. (2)In October 2019, EXCELSIOR BEAUTY CO.,LTD. participated in the cash capital increase of CYJ INTERNATIONAL TAIWAN INC. The investment cost is NT$97,920,000. 6.Where an owner of the underlying assets within the past five years has been an related party of the Company, the announcement shall also include the date and price of acquisition and disposal by the related party, and its relationship to the Company at the time of the transaction:NA 7.Matters related to the current disposal of creditors’ rights (including types of collaterals of the disposed creditor’s rights; if creditor’s rights over a related party, announcement shall be made of the name of the related party and the book amount of the creditor's rights, currently being disposed of, over such related party:NA 8.Profit or loss from the disposal (not applicable in cases of acquisition of securities) (where originally deferred, the status of recognition shall be listed and explained):NA 9.Terms of delivery or payment (including payment period and monetary value), restrictive covenants in the contract, and other important terms and conditions: payment period：Annotation monetary value：NT$79,559,844 10.The manner in which the current transaction was decided, the reference basis for the decision on price, and the decision-making unit: The transaction price was entrusted to an external expert to conduct a corporate evaluation report.And ask the accountant to issue an opinion on the reasonableness of the transaction price the decision-making unit：The company Board of Directors. 11.Net worth per share of the Company’s underlying securities acquired or disposed of:NT$9.27 12.Cumulative no.of shares held (including the current transaction), their monetary value, shareholding percentage, and status of any restriction of rights (e.g., pledges), as of the present moment: The company holds 7,344,008 shares，NT$90,633 thousand， Shareholding ratio 60% 13.Ratio of securities investment (including the current transaction) to the total assets and shareholder’s equity of the parent company on the latest financial statements, and the operating capital on the latest financial statements, as of the present moment: (1)36.35%，(2)46.53%，(3)NT$583,763 thousand 14.Broker and broker’s fee:NA 15.Concrete purpose or use of the acquisition or disposal: The company in order to integrate resources, improve operating efficiency, and reorganize the organizational structure, the company maintains control over CYJ INTERNATIONAL TAIWAN INC. 16.Whether the directors expressed any objection to the current transaction:NA 17.Whether the counterparty of the current transaction is a related party:Yes 18.Date of the Board of Directors’ resolution:2023/11/07 19.Date of ratification by supervisors or approval by the Audit Committee:2023/11/07 20.Whether the CPA issued an opinion on the unreasonableness regarding the current transaction:Yes 21.Name of the CPA firm:T&Trust CPA Firm 22.Name of the CPA:Wu Zhenyi CPA 23.License no.of the CPA:No. 7987 24.Any other matters that need to be specified: EXCELSIOR BEAUTY CO.,LTD. the transaction object in this case, is a related party. In order to take into account the interests of other shareholders of EXCELSIOR BEAUTY CO., LTD.,If this case is approved by the board of directors of EXCELSIOR BEAUTY CO., LTD., EXCELSIOR BEAUTY CO., LTD. will hold a separate temporary meeting of shareholders to discuss it.