Delta Electronics Thailand : Connected transactions and constructing of new factories

April 11, 2024

Re: Connected transactions and constructing of new factories

To: The President

The Stock Exchange of Thailand

Delta Electronics (Thailand) Public Company Limited (the "Company"), hereby notifies the resolution of the board of directors No. 3/2024 held on 11 April 2024 with details are as follows:

1. Approved the purchase of used machinery from affiliated companies, which is a connected transactions as details below:

1. Date / Month / Year of the Transaction:Within Q2'2024
2. Parties involved and Relationship with the Company
   Buyer: Delta Electronics (Thailand) Public Company Limited (the "Company")
   Seller: 1) Delta Electronics Int'l (Singapore) Pte. Ltd., a major shareholder of the Company holding 42.85%, a wholly indirectly owned subsidiary of Delta Electronics, Inc. (DEI)
3. 1. Cyntec Electronics (Suzhou) Co., Ltd. and Cyntec Electronics (Wuhu) Co., Ltd., a wholly indirectly owned subsidiary of Delta Electronics, Inc. (DEI)

Relationship between parties

DEI group is the major shareholders of the Company, comprising a group of major shareholders collectively holding 63.07% of the issued shares, both directly and indirectly as of March 8, 2024.

1.3 General Characteristic of the Transactions

This transaction is a connected transaction according to the Notification of the Capital Market Supervisory Board No. TorChor.21/2551 re: Rules on Connected Transactions and the Notification of the Board of Governor of the SET re: Disclosure of Information and Other Acts of Listed Companies concerning Connected Transactions B.E. 2003 and is categorized as assets or services. The size of the transaction when combined within a period of 6 months, the transaction size is more than 0.03% but no more than 3% of the Company's net tangible assets. As per the criteria, the information must be disclosed to the Stock Exchange of Thailand.

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1. Details of the transaction
2. • Type of transaction: Purchase used machines
   • Value of total asset: Approx. Baht 177.58 million (or equal to USD 4.81 million) as detail below;
   • • Purchase of machinery from Delta Electronics Int'l (Singapore) Pte. Ltd. approx. Baht 80.37 million (or equal to USD 2.18 million), the purchase value is lower compared to the book value and the price evaluated by the independent assessor.
     • Purchase of machinery from Cyntec Electronics (Suzhou) Co., Ltd. and Cyntec Electronics (Wuhu) Co., Ltd. approx. Baht 97.20 million (or equal to USD 2.63 million), the purchase value is the price evaluated by the independent assessor.
   • Transaction size: 0.27% of the Company's net tangible assets as of December 31, 2023. However, when considering connected persons within a 6 months period, an additional 0.13 percent makes the transaction size equivalent to 0.40 percent of the company's net tangible assets.
   • Source of Fund: Working Capital of the Company
   • Payment Terms: Paid within 70 days after machine received
3. Benefits from entering into the transaction.
   The purchase of the above machinery involves transferring of production equipment from China to Thailand to fulfil the requirement of customers in 1) Fan & Thermal Management Business Group (FMBG), 2) Notebook Adaptor Business Unit (NBBU) and 3) Component Business Group (CPBG). As a result, the company anticipates an increase in orders for these 3 products group.
4. The Directors who are Interested or Connected Persons
5. 1. Mr. Cheng An
   2. Mr. Ko Tzu-shing; and
   3. Mr. Chang Tsai-hsing

In this regard, the 3 directors with conflicts of interest did not participate in the voting.

1.7 The Board of Directors' opinions and the Audit Committee's opinions

The Board of Directors, without any director who has a conflict of interest, has considered that entering into such a transaction will be beneficial to the Company and align with general trading conditions. The conditions are fair and reasonable that do not cause a transfer of benefits. The Board of Directors therefore agreed to approve the transaction.

There is no any different opinion from any directors or Audit Committee.

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2. Approved the construction of new factories (D13, D14 and D15)in Bangpoo Industrial Estate, Samutprakarn.

• Construction date: Expect to start construction in June 2024 and complete in June 2026
• Size and location:
• • D13 & D15: Building 4 floors, area 49,000 Sq.m. of each in Bangpoo Industrial Estate, Samutprakarn province.
  • D14 : Building 7 floors, area 27,000 Sq.m. in Bangpoo Industrial Estate, Samutprakarn province.
• Value of the transaction: Approx. Baht 4,125 million
• Size of the transaction: 3.81% of the Company's total assets based on its consolidated financial statements as of 31 December 2023
• Contractor: No relationship with the company
• Payment term: According to the progress of the project
• Expected benefits from this transaction: Expand production capacity to support future growth in the Power and Systems Business Group (PSBG), Information & Communication Technology Infrastructure Business Group (ICTBG) that has high growth potential
• Source of Fund: Working capital of the Company

The said transaction is categorized as a small size, less than 15% of the Company's total assets based on its consolidated financial statements as of 31 December 2023. Therefore, the transactions are not subject to disclose as per the regulation concerning the acquisition and disposal of assets of listed companies as prescribed in the Notification of the Capital Market Supervision Board.

Please be informed accordingly.

Cheng An

Director

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