Bora Pharmaceuticals : To announce the Company to acquire 100% common share of TWi Pharmaceuticals, Inc.

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Provided by: Bora Pharmaceuticals Co., LTD.
SEQ_NO	11	Date of announcement	2022/06/14	Time of announcement	21:21:01
Subject	To announce the Company to acquire 100% common share of TWi Pharmaceuticals, Inc.
Date of events	2022/06/14	To which item it meets	paragraph 20
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.):Bora Pharmaceuticals Co., Ltd. 2.Date of occurrence of the event:2022/06/14 3.Volume, unit price, and total monetary amount of the transaction: Volume: 113,825,363 unit Unit price:around USD 1.7196 per share Total monetary amount:USD 195,735,000 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): Calchen Biopharma Group Inc. (Cayman) Its relationship to the Company: Non related party 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:Not applicable 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: Not applicable 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:Not applicable 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):Not applicable 9.Terms of delivery or payment (including payment period and monetary value), restrictive covenants in the contract, and other important terms and conditions:In accordance with the contract, which includes a three year profit sharing plan, amounted to USD 40,020,000 10.The manner in which the current transaction was decided, the reference basis for the decision on price, and the decision-making unit:In accordance to the board's resolution 11.Net worth per share of the Company's underlying securities acquired or disposed of:20.52 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: Cumulative no. of shares held: 113,825,363 unit Monetary value: USD 195,735,000 Shareholding percentage: 100.00% Status of any restriction: none 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: Ratio of securities investment to total assets: 186.13% Ratio of securities investment to shareholder's equity of the parent company: 268.36% Operating capital: NTD 427,401 thousand 14.Broker and broker's fee:Not applicable 15.Concrete purpose or use of the acquisition or disposal: To stregthen CDMO, global R&D and sales 16.Whether the directors expressed any objection to the current transaction:None 17.Whether the counterparty of the current transaction is a related party:No 18.Date of the Board of Directors' resolution:2022/06/14 19.Date of ratification by supervisors or approval by the Audit Committee:2022/06/14 20.Whether the CPA issued an opinion on the unreasonableness regarding the current transaction:No 21.Name of the CPA firm:RSM Taiwan 22.Name of the CPA:Chen, Tung Chang 23.License no.of the CPA:#2524 24.Any other matters that need to be specified:NA