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.):
Optera TPK Holding Pte. Ltd. increase capital of
TPK Universal Solutions Limited as result of investment equity of
TPK Touch Solutions (Xiamen) Inc. to share swap
2.Date of occurrence of the event:2025/08/20~2025/08/20
3.Date of the board of directors resolution:2025/08/20
4.Other approval date:None
5.Amount, unit price, and total monetary amount of the transaction:
Amount & unit price:1,057,002 thousand shares
Total monetary amount:USD 1,057,002 thousand
(equivalent NTD 31,572,648 thousand)
6.Trading counterparty and its relationship with 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):
Counterparty:Optera TPK Holding Pte. Ltd. & TPK Universal Solutions Limited
& TPK Touch Solutions (Xiamen) Inc.
Relationship:100% indirectly owned by TPK Holding Co., Ltd.
7.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 amount of
transfer:
Reason:Organization restructuring.
Previous transfer:NA
8.Where an owner of the underlying assets within the past five years has
been a 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 with the Company at the time of the transaction:
Counterparty:Optera TPK Holding Pte. Ltd.
Acquisition date：2022/11/04
Acquisition monetary amount：USD 1,079,786 thousand
(equivalent NTD 34,785,304 thousand)
Relationship:100% indirectly owned by TPK Holding Co., Ltd.
Counterparty:Upper Year Holdings Limited
Disposal date：2022/11/04
Disposal monetary amount：USD 1,079,786 thousand
(equivalent NTD 34,785,304 thousand)
Relationship:100% indirectly owned by TPK Holding Co., Ltd.
9.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
10.Profit or loss from the disposal (not applicable in cases of acquisition
of securities) (those with deferral should provide a table explaining
recognition):None
11.Terms of delivery or payment (including payment period and monetary
amount), restrictive covenants in the contract, and other important terms
and conditions:
Terms:Share swap
Restrictive covenants, other important terms and conditions:None
12.The manner of deciding on this transaction (such as invitation to tender,
price comparison, or price negotiation), the reference basis for the
decision on price, and the decision-making unit:
Approved by BOD of TPK Holding Co., Ltd. on 2025/08/20
13.Net worth per share of the Company's underlying securities acquired or
disposed of:NA
14.Cumulative no.of shares held (including the current transaction), their
monetary amount, shareholding percentage, and status of any restriction of
rights (e.g., pledges), as of the present moment:
Parent:Optera TPK Holding Pte. Ltd.
Subsidiary:TPK Universal Solutions Limited
Amount:USD 1,476,499 thousand (equivalent NTD 44,103,012 thousand)
Shareholding percentage:100%
Restriction rights:None
Parent:TPK Universal Solutions Limited
Subsidiary:TPK Touch Solutions (Xiamen) Inc.
Amount:USD 1,126,538 thousand (equivalent NTD 33,649,697 thousand)
Shareholding percentage:100%
Restriction rights:None
15.Current ratio of securities investment (including the current trade, as
listed in article 3 of Regulations Governing the Acquisition and Disposal of
Assets by Public Companies) to the total assets and equity attributable to
owners of the parent as shown in the most recent financial statement and
working capital as shown in the most recent financial statement as of the
present:
Subsidiary:Optera TPK Holding Pte. Ltd. (including the current trade)
Percentage of total assets as reported in the Company's most recent
financial statements: NA
Percentage of equity attributable to the parent company as reported
in the Company's most recent financial statements:1.34%
Working capital as reported in the most recent financial statements:NA
Subsidiary:TPK Universal Solutions Limited (including the current trade)
Percentage of total assets as reported in the Company's most recent
financial statements: NA
Percentage of equity attributable to the parent company as reported
in the Company's most recent financial statements:115.50%
Working capital as reported in the most recent financial statements:NA
16.Broker and broker's fee:NA
17.Concrete purpose or use of the acquisition or disposal:
Organization restructuring.
18.Any dissenting opinions of directors to the present transaction:NO
19.Whether the counterparty of the current transaction is
a related party:YES
20.Date of ratification by supervisors or approval by
the Audit Committee:2025/08/20
21.Whether the CPA issued an unreasonable opinion regarding the current
transaction:NO
22.Name of the CPA firm:Crowe (TW) CPAs
23.Name of the CPA:CHEN ZHAO-HUI
24.Practice certificate number of the CPA:1100145994
25.Whether the transaction involved in change of business model:No
26.Details on change of business model:NA
27.Details on transactions with the counterparty for the past year and the
expected coming year:NA
28.Source of funds:Share swap
29.Date on which material information regarding the same event
has been previously released:NA
30.Any other matters that need to be specified:
(1).The exchange rate between US dollars and New Taiwan dollars is 1:29.87.
(2).The most recent financial statements are based on the data from the
first quarter of 2025's CPA audit report.
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