| Statement |
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:2024/05/02
3.Volume, unit price, and total monetary amount of the transaction:
In addition to retaining 15% for employees to subscribe for, the remaining
6,507,580 shares can be subscribed according to the original shareholders’
shareholding ratio.
unit price：NT$10
total monetary amount：NT$65,075,800
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：CYJ INTERNATIONAL TAIWAN INC.
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:NA
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：2024/05/21~2024/06/21
monetary value：The original shareholders pay the subscription fee
according to their shareholding ratio.
10.The manner in which the current transaction was
decided, the reference basis for the decision on price,
and the decision-making unit:
The board of directors approved the subscription of
CYJ INTERNATIONAL TAIWAN INC. at NT$10 per share.
The cash capital increase issued 6,507,580 new shares,
totaling NT$65,075,800.
11.Net worth per share of the Company’s underlying securities
acquired or disposed of:NT$9.58
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 13,851,588 shares，NT$155,709 thousand，
Shareholding ratio 55%
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)35.10%，(2)46.76%，(3)NT$772,882 thousand
14.Broker and broker’s fee:NA
15.Concrete purpose or use of the acquisition or disposal:
TThe company expands the lifestyle beauty business channel through CYJ
INTERNATIONAL TAIWAN INC. and integrates upstream and downstream resources
in lifestyle beauty related fields. In order to maintain control over CYJ
INTERNATIONAL TAIWAN INC., the company plans to acquire all 6,507,580 shares
subscribed by the original shareholders. Subscription.
16.Whether the directors expressed any objection to the current
transaction:No
17.Whether the counterparty of the current transaction
is a related party:Yes
18.Date of the Board of Directors’ resolution:2024/05/02
19.Date of ratification by supervisors or approval by
the Audit Committee:2024/05/02
20.Whether the CPA issued an opinion on the unreasonableness
regarding the current transaction:NA
21.Name of the CPA firm:NA
22.Name of the CPA:NA
23.License no.of the CPA:NA
24.Any other matters that need to be specified:
If the remaining original shareholders and employees have not subscribed,
the company plans to participate as a specific person in subscribing up to
6,252,380 shares. The total number of subscribed shares is capped at
12,759,960 shares, and the subscription amount is capped at NTD 127,599,600.
If the above situation occurs, the company will make an announcement based
on the actual number of shares subscribed and the transaction amount.
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